[Title 48 CFR ]
[Code of Federal Regulations (annual edition) - October 1, 2009 Edition]
[From the U.S. Government Printing Office]



[[Page i]]

          

          48


          Chapter 1 (Parts 52 to 99)

                         Revised as of October 1, 2009


          Federal Acquisition Regulations System
          



________________________

          Containing a codification of documents of general 
          applicability and future effect

          As of October 1, 2009
          With Ancillaries
                    Published by
                    Office of the Federal Register
                    National Archives and Records
                    Administration
                    A Special Edition of the Federal Register

[[Page ii]]

          U.S. GOVERNMENT OFFICIAL EDITION NOTICE

          Legal Status and Use of Seals and Logos
          
          
          The seal of the National Archives and Records Administration 
              (NARA) authenticates the Code of Federal Regulations (CFR) as 
              the official codification of Federal regulations established 
              under the Federal Register Act. Under the provisions of 44 
              U.S.C. 1507, the contents of the CFR, a special edition of the 
              Federal Register, shall be judicially noticed. The CFR is 
              prima facie evidence of the original documents published in 
              the Federal Register (44 U.S.C. 1510).

          It is prohibited to use NARA's official seal and the stylized Code 
              of Federal Regulations logo on any republication of this 
              material without the express, written permission of the 
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              Any person using NARA's official seals and logos in a manner 
              inconsistent with the provisions of 36 CFR part 1200 is 
              subject to the penalties specified in 18 U.S.C. 506, 701, and 
              1017.

          Use of ISBN Prefix

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[[Page iii]]




                            Table of Contents



                                                                    Page
  Explanation.................................................       v

  Title 48:
          Chapter 1--Federal Acquisition Regulation 
          (Continued)                                                3
  Finding Aids:
      Table of CFR Titles and Chapters........................     571
      Alphabetical List of Agencies Appearing in the CFR......     591
      Table of OMB Control Numbers............................     601
      List of CFR Sections Affected...........................     605

[[Page iv]]





                     ----------------------------

                     Cite this Code: CFR
                     To cite the regulations in 
                       this volume use title, 
                       part and section number. 
                       Thus, 48 CFR 52.000 refers 
                       to title 48, part 52, 
                       section 000.

                     ----------------------------

[[Page v]]



                               EXPLANATION

    The Code of Federal Regulations is a codification of the general and 
permanent rules published in the Federal Register by the Executive 
departments and agencies of the Federal Government. The Code is divided 
into 50 titles which represent broad areas subject to Federal 
regulation. Each title is divided into chapters which usually bear the 
name of the issuing agency. Each chapter is further subdivided into 
parts covering specific regulatory areas.
    Each volume of the Code is revised at least once each calendar year 
and issued on a quarterly basis approximately as follows:

Title 1 through Title 16.................................as of January 1
Title 17 through Title 27..................................as of April 1
Title 28 through Title 41...................................as of July 1
Title 42 through Title 50................................as of October 1

    The appropriate revision date is printed on the cover of each 
volume.

LEGAL STATUS

    The contents of the Federal Register are required to be judicially 
noticed (44 U.S.C. 1507). The Code of Federal Regulations is prima facie 
evidence of the text of the original documents (44 U.S.C. 1510).

HOW TO USE THE CODE OF FEDERAL REGULATIONS

    The Code of Federal Regulations is kept up to date by the individual 
issues of the Federal Register. These two publications must be used 
together to determine the latest version of any given rule.
    To determine whether a Code volume has been amended since its 
revision date (in this case, October 1, 2009), consult the ``List of CFR 
Sections Affected (LSA),'' which is issued monthly, and the ``Cumulative 
List of Parts Affected,'' which appears in the Reader Aids section of 
the daily Federal Register. These two lists will identify the Federal 
Register page number of the latest amendment of any given rule.

EFFECTIVE AND EXPIRATION DATES

    Each volume of the Code contains amendments published in the Federal 
Register since the last revision of that volume of the Code. Source 
citations for the regulations are referred to by volume number and page 
number of the Federal Register and date of publication. Publication 
dates and effective dates are usually not the same and care must be 
exercised by the user in determining the actual effective date. In 
instances where the effective date is beyond the cut-off date for the 
Code a note has been inserted to reflect the future effective date. In 
those instances where a regulation published in the Federal Register 
states a date certain for expiration, an appropriate note will be 
inserted following the text.

OMB CONTROL NUMBERS

    The Paperwork Reduction Act of 1980 (Pub. L. 96-511) requires 
Federal agencies to display an OMB control number with their information 
collection request.

[[Page vi]]

Many agencies have begun publishing numerous OMB control numbers as 
amendments to existing regulations in the CFR. These OMB numbers are 
placed as close as possible to the applicable recordkeeping or reporting 
requirements.

OBSOLETE PROVISIONS

    Provisions that become obsolete before the revision date stated on 
the cover of each volume are not carried. Code users may find the text 
of provisions in effect on a given date in the past by using the 
appropriate numerical list of sections affected. For the period before 
January 1, 2001, consult either the List of CFR Sections Affected, 1949-
1963, 1964-1972, 1973-1985, or 1986-2000, published in eleven separate 
volumes. For the period beginning January 1, 2001, a ``List of CFR 
Sections Affected'' is published at the end of each CFR volume.

INCORPORATION BY REFERENCE

    What is incorporation by reference? Incorporation by reference was 
established by statute and allows Federal agencies to meet the 
requirement to publish regulations in the Federal Register by referring 
to materials already published elsewhere. For an incorporation to be 
valid, the Director of the Federal Register must approve it. The legal 
effect of incorporation by reference is that the material is treated as 
if it were published in full in the Federal Register (5 U.S.C. 552(a)). 
This material, like any other properly issued regulation, has the force 
of law.
    What is a proper incorporation by reference? The Director of the 
Federal Register will approve an incorporation by reference only when 
the requirements of 1 CFR part 51 are met. Some of the elements on which 
approval is based are:
    (a) The incorporation will substantially reduce the volume of 
material published in the Federal Register.
    (b) The matter incorporated is in fact available to the extent 
necessary to afford fairness and uniformity in the administrative 
process.
    (c) The incorporating document is drafted and submitted for 
publication in accordance with 1 CFR part 51.
    What if the material incorporated by reference cannot be found? If 
you have any problem locating or obtaining a copy of material listed as 
an approved incorporation by reference, please contact the agency that 
issued the regulation containing that incorporation. If, after 
contacting the agency, you find the material is not available, please 
notify the Director of the Federal Register, National Archives and 
Records Administration, Washington DC 20408, or call 202-741-6010.

CFR INDEXES AND TABULAR GUIDES

    A subject index to the Code of Federal Regulations is contained in a 
separate volume, revised annually as of January 1, entitled CFR Index 
and Finding Aids. This volume contains the Parallel Table of Authorities 
and Rules. A list of CFR titles, chapters, subchapters, and parts and an 
alphabetical list of agencies publishing in the CFR are also included in 
this volume.
    An index to the text of ``Title 3--The President'' is carried within 
that volume.
    The Federal Register Index is issued monthly in cumulative form. 
This index is based on a consolidation of the ``Contents'' entries in 
the daily Federal Register.
    A List of CFR Sections Affected (LSA) is published monthly, keyed to 
the revision dates of the 50 CFR titles.




[[Page vii]]



REPUBLICATION OF MATERIAL

    There are no restrictions on the republication of material appearing 
in the Code of Federal Regulations.

INQUIRIES

    For a legal interpretation or explanation of any regulation in this 
volume, contact the issuing agency. The issuing agency's name appears at 
the top of odd-numbered pages.
    For inquiries concerning CFR reference assistance, call 202-741-6000 
or write to the Director, Office of the Federal Register, National 
Archives and Records Administration, Washington, DC 20408 or e-mail 
[email protected].

SALES

    The Government Printing Office (GPO) processes all sales and 
distribution of the CFR. For payment by credit card, call toll-free, 
866-512-1800, or DC area, 202-512-1800, M-F 8 a.m. to 4 p.m. e.s.t. or 
fax your order to 202-512-2250, 24 hours a day. For payment by check, 
write to: US Government Printing Office - New Orders, P.O. Box 979050, 
St. Louis, MO 63197-9000. For GPO Customer Service call 202-512-1803.

ELECTRONIC SERVICES

    The full text of the Code of Federal Regulations, the LSA (List of 
CFR Sections Affected), The United States Government Manual, the Federal 
Register, Public Laws, Public Papers, Daily Compilation of Presidential 
Documents and the Privacy Act Compilation are available in electronic 
format via Federalregister.gov. For more information, contact Electronic 
Information Dissemination Services, U.S. Government Printing Office. 
Phone 202-512-1530, or 888-293-6498 (toll-free). E-mail, 
[email protected].
    The Office of the Federal Register also offers a free service on the 
National Archives and Records Administration's (NARA) World Wide Web 
site for public law numbers, Federal Register finding aids, and related 
information. Connect to NARA's web site at www.archives.gov/federal-
register. The NARA site also contains links to GPO Access.

    Raymond A. Mosley,
    Director,
    Office of the Federal Register.
    October 1, 2009.







[[Page ix]]



                               THIS TITLE

    Title 48--Federal Acquisition Regulations System is composed of 
seven volumes. The chapters in these volumes are arranged as follows: 
Chapter 1 (parts 1 to 51), chapter 1 (parts 52 to 99), chapter 2 (parts 
201 to 299), chapters 3 to 6, chapters 7 to 14, chapters 15 to 28 and 
chapter 29 to end. The contents of these volumes represent all current 
regulations codified under this title of the CFR as of October 1, 2009.

    The Federal acquisition regulations in chapter 1 are those 
government-wide acquisition regulations jointly issued by the General 
Services Administration, the Department of Defense, and the National 
Aeronautics and Space Administration. Chapters 2 through 99 are 
acquisition regulations issued by individual government agencies. Parts 
1 to 69 in each of chapters 2 through 99 are reserved for agency 
regulations implementing the Federal acquisition regulations in chapter 
1 and are numerically keyed to them. Parts 70 to 99 in chapters 2 
through 99 contain agency regulations supplementing the Federal 
acquisition regulations.

    The OMB control numbers for the Federal Acquisition Regulations 
System appear in section 1.106 of chapter 1. For the convenience of the 
user section 1.106 is reprinted in the Finding Aids section of the 
second volume containing chapter 1 (parts 52 to 99).

    The first volume, containing chapter 1 (parts 1 to 51), includes an 
index to the Federal acquisition regulations.

    For this volume, Michele Bugenhagen was Chief Editor. The Code of 
Federal Regulations publication program is under the direction of 
Michael L. White, assisted by Ann Worley.


[[Page 1]]



            TITLE 48--FEDERAL ACQUISITION REGULATIONS SYSTEM




             (This book contains chapter 1, parts 52 to 99)

  --------------------------------------------------------------------
                                                                    Part

chapter 1--Federal Acquisition Regulation (Continued).......          52

[[Page 3]]



          CHAPTER 1--FEDERAL ACQUISITION REGULATION (CONTINUED)




  --------------------------------------------------------------------

                     SUBCHAPTER H--CLAUSES AND FORMS
Part                                                                Page
52              Solicitation provisions and contract clauses           5
53              Forms.......................................         413
54-99           [Reserved]

[[Page 5]]



                     SUBCHAPTER H_CLAUSES AND FORMS



PART 52_SOLICITATION PROVISIONS AND CONTRACT CLAUSES--Table of Contents




Sec.
52.000 Scope of part.

       Subpart 52.1_Instructions for Using Provisions and Clauses

52.100 Scope of subpart.
52.101 Using part 52.
52.102 Incorporating provisions and clauses.
52.103 Identification of provisions and clauses.
52.104 Procedures for modifying and completing provisions and clauses.
52.105 Procedures for using alternates.
52.106 [Reserved]
52.107 Provisions and clauses prescribed in subpart 52.1.

               Subpart 52.2_Text of Provisions and Clauses

52.200 Scope of subpart.
52.201 [Reserved]
52.202-1 Definitions.
52.203-1 [Reserved]
52.203-2 Certificate of Independent Price Determination.
52.203-3 Gratuities.
52.203-4 [Reserved]
52.203-5 Covenant Against Contingent Fees.
52.203-6 Restrictions on Subcontractor Sales to the Government.
52.203-7 Anti-Kickback Procedures.
52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or 
          Improper Activity.
52.203-9 [Reserved]
52.203-10 Price or Fee Adjustment for Illegal or Improper Activity.
52.203-11 Certification and Disclosure Regarding Payments To Influence 
          Certain Federal Transactions.
52.203-12 Limitation on Payments To Influence Certain Federal 
          Transactions.
52.203-13 Contractor code of business ethics and conduct.
52.203-14 Display of hotline poster(s).
52.203-15 Whistleblower Protections Under the American Recovery and 
          Reinvestment Act of 2009.
52.204-1 Approval of Contract.
52.204-2 Security Requirements.
52.204-3 Taxpayer identification.
52.204-4 Printed or Copied Double-Sided on Recycled Paper.
52.204-5 Women-Owned Business (Other Than Small Business).
52.204-6 Data Universal Numbering System (DUNS) Number.
52.204-7 Central Contractor Registration.
52.204-8 Annual Representations and Certifications.
52.204-9 Personal Identity Verification of Contractor Personnel.
52.204-10 Reporting Subcontract Awards.
52.204-11 American Recovery and Reinvestment Act--Reporting 
          Requirements.
52.205-52.206 [Reserved]
52.207-1 Notice of Standard Competition.
52.207-2 Notice of Streamlined Competition.
52.207-3 Right of First Refusal of Employment.
52.207-4 Economic Purchase Quantity--Supplies.
52.207-5 Option To Purchase Equipment.
52.208-1--52.208-3 [Reserved]
52.208-4 Vehicle Lease Payments.
52.208-5 Condition of Leased Vehicles.
52.208-6 Marking of Leased Vehicles.
52.208-7 Tagging of Leased Vehicles.
52.208-8 Required Sources for Helium and Helium Usage Data.
52.208-9 Contractor Use of Mandatory Sources of Supply or Services.
52.209-1 Qualification Requirements.
52.209-2 Prohibition on Contracting with Inverted Domestic 
          Corporations--Representation.
52.209-3 First Article Approval--Contractor Testing.
52.209-4 First Article Approval--Government Testing.
52.209-5 Certification Regarding Responsibility Matters
52.209-6 Protecting the Government's Interest When Subcontracting With 
          Contractors Debarred, Suspended, or Proposed for Debarment.
52.211-1 Availability of Specifications Listed in the GSA Index of 
          Federal Specifications, Standards and Commercial Item 
          Descriptions, FPMR Part 101-29.
52.211-2 Availability of Specifications, Standards, and Data Item 
          Descriptions Listed in the Acquisition Streamlining and 
          Standardization Information System (ASSIST).
52.211-3 Availability of Specifications Not Listed in the GSA Index of 
          Federal Specifications, Standards and Commercial Item 
          Descriptions.
52.211-4 Availability for Examination of Specifications Not Listed in 
          the GSA Index of Federal Specifications, Standards and 
          Commercial Item Descriptions.
52.211-5 Material Requirements.
52.211-6 Brand name or equal.
52.211-7 Alternatives to Government-unique standards.
52.211-8 Time of Delivery.

[[Page 6]]

52.211-9 Desired and Required Time of Delivery.
52.211-10 Commencement, Prosecution, and Completion of Work.
52.211-11 Liquidated Damages--Supplies, Services, or Research and 
          Development.
52.211-12 Liquidated Damages--Construction.
52.211-13 Time Extensions.
52.211-14 Notice of Priority Rating for National Defense, Emergency 
          Preparedness, and Energy Program Use.
52.211-15 Defense Priority and Allocation Requirements.
52.211-16 Variation in Quantity.
52.211-17 Delivery of Excess Quantities.
52.211-18 Variation in Estimated Quantity.
52.212-1 Instructions to Offerors--Commercial Items.
52.212-2 Evaluation--Commercial Items.
52.212-3 Offeror Representations and Certifications--Commercial Items.
52.212-4 Contract Terms and Conditions--Commercial Items.
52.212-5 Contract Terms and Conditions Required To Implement Statutes or 
          Executive Orders--Commercial Items.
52.213-1 Fast Payment Procedure.
52.213-2 Invoices.
52.213-3 Notice to Supplier.
52.213-4 Terms and Conditions--Simplified Acquisitions (Other Than 
          Commercial Items).
52.214-1--52.214-2 [Reserved]
52.214-3 Amendments to Invitations for Bids.
52.214-4 False Statements in Bids.
52.214-5 Submission of Bids.
52.214-6 Explanation to Prospective Bidders.
52.214-7 Late Submissions, Modifications, and Withdrawals of Bids.
52.214-8 [Reserved]
52.214-9 [Reserved]
52.214-10 Contract Award--Sealed Bidding.
52.214-11 [Reserved]
52.214-12 Preparation of Bids.
52.214-13 Telegraphic Bids.
52.214-14 Place of Performance--Sealed Bidding.
52.214-15 Period for Acceptance of Bids.
52.214-16 Minimum Bid Acceptance Period.
52.214-17 [Reserved]
52.214-18 Preparation of Bids--Construction.
52.214-19 Contract Award--Sealed Bidding--Construction.
52.214-20 Bid Samples.
52.214-21 Descriptive Literature.
52.214-22 Evaluation of Bids for Multiple Awards.
52.214-23 Late Submissions, Modifications, and Withdrawals of Technical 
          Proposals Under Two-Step Sealed Bidding.
52.214-24 Multiple Technical Proposals.
52.214-25 Step Two of Two-Step Sealed Bidding.
52.214-26 Audit and Records--Sealed Bidding.
52.214-27 Price Reduction for Defective Cost or Pricing Data--
          Modifications--Sealed Bidding.
52.214-28 Subcontractor Cost or Pricing Data--Modifications--Sealed 
          Bidding.
52.214-29 Order of Precedence--Sealed Bidding.
52.214-30 [Reserved]
52.214-31 Facsimile Bids.
52.214-32--52.214-33 [Reserved]
52.214-34 Submission of Offers in the English Language.
52.214-35 Submission of Offers in U.S. Currency.
52.215-1 Instructions to Offerors--Competitive Acquisition.
52.215-2 Audit and Records--Negotiation.
52.215-3 Request for Information or Solicitation for Planning Purposes.
52.215-4 [Reserved]
52.215-5 Facsimile Proposals.
52.215-6 Place of Performance.
52.215-7 Annual Representations and Certifications--Negotiation.
52.215-8 Order of Precedence--Uniform Contract Format.
52.215-9 Changes or Additions to Make-or-Buy Program.
52.215-10 Price Reduction for Defective Cost or Pricing Data.
52.215-11 Price Reduction for Defective Cost or Pricing Data--
          Modifications.
52.215-12 Subcontractor Cost or Pricing Data.
52.215-13 Subcontractor Cost or Pricing Data--Modifications.
52.215-14 Integrity of Unit Prices.
52.215-15 Pension adjustments and asset reversions.
52.215-16 Facilities Capital Cost of Money.
52.215-17 Waiver of Facilities Capital Cost of Money.
52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits 
          (PRB) Other Than Pensions.
52.215-19 Notification of Ownership Changes.
52.215-20 Requirements for Cost or Pricing Data or Information Other 
          Than Cost or Pricing Data.
52.215-21 Requirements for Cost or Pricing Data or Information Other 
          Than Cost or Pricing Data--Modifications.
52.215-22--52.215-42 [Reserved]
52.216-1 Type of Contract.
52.216-2 Economic Price Adjustment--Standard Supplies.
52.216-3 Economic Price Adjustment--Semistandard Supplies.
52.216-4 Economic Price Adjustment--Labor and Material.
52.216-5 Price Redetermination--Prospective.
52.216-6 Price Redetermination--Retroactive.
52.216-7 Allowable Cost and Payment.
52.216-8 Fixed Fee.

[[Page 7]]

52.216-9 Fixed Fee--Construction.
52.216-10 Incentive Fee.
52.216-11 Cost Contract--No Fee.
52.216-12 Cost-Sharing Contract--No Fee.
52.216-13--52.216-14 [Reserved]
52.216-15 Predetermined Indirect Cost Rates.
52.216-16 Incentive Price Revision--Firm Target.
52.216-17 Incentive Price Revision--Successive Targets.
52.216-18 Ordering.
52.216-19 Order Limitations.
52.216-20 Definite Quantity.
52.216-21 Requirements.
52.216-22 Indefinite Quantity.
52.216-23 Execution and Commencement of Work.
52.216-24 Limitation of Government Liability.
52.216-25 Contract Definitization.
52.216-26 Payments of Allowable Costs Before Definitization.
52.216-27 Single or Multiple Awards.
52.216-28 Multiple Awards for Advisory and Assistance Services.
52.216-29 Time-and-Materials/Labor-Hour Proposal Requirements--Non-
          Commercial Item Acquisition With Adequate Price Competition.
52.216-30 Time-and-Materials/Labor-Hour Proposal Requirements--Non-
          Commercial Item Acquisition without Adequate Price 
          Competition.
52.216-31 Time-and-Materials/Labor-Hour Proposal Requirements--
          Commercial Item Acquisition.
52.217-1 [Reserved]
52.217-2 Cancellation Under Multiyear Contracts.
52.217-3 Evaluation Exclusive of Options.
52.217-4 Evaluation of Option Exercised at Time of Contract Award.
52.217-5 Evaluation of Options.
52.217-6 Option for Increased Quantity.
52.217-7 Option for Increased Quantity--Separately Priced Line Item.
52.217-8 Option To Extend Services.
52.217-9 Option To Extend the Term of the Contract.
52.218 [Reserved]
52.219-1 Small Business Program Representations.
52.219-2 Equal Low Bids.
52.219-3 Notice of total HUBZone set-aside.
52.219-4 Notice of price evaluation preference for HUBZone small 
          business concerns.
52.219-5 [Reserved]
52.219-6 Notice of Total Small Business Set-Aside.
52.219-7 Notice of Partial Small Business Set-Aside.
52.219-8 Utilization of small business concerns.
52.219-9 Small, Small Disadvantaged and Women-Owned Small Business 
          Subcontracting Plan.
52.219-10 Incentive Subcontracting Program.
52.219-11 Special 8(a) Contract Conditions.
52.219-12 Special 8(a) Subcontract Conditions.
52.219-13 [Reserved]
52.219-14 Limitations on Subcontracting.
52.219-15 [Reserved]
52.219-16 Liquidated Damages--Subcontracting Plan.
52.219-17 Section 8(a) Award.
52.219-18 Notification of Competition Limited to Eligible 8(a) Concerns.
52.219-19 Small Business Concern Representation for the Small Business 
          Competitiveness Demonstration Program.
52.219-20 Notice of Emerging Small Business Set-Aside.
52.219-21 Small Business Size Representation for Targeted Industry 
          Categories Under the Small Business Competitiveness 
          Demonstration Program.
52.219-22 Small Disadvantaged Business Status.
52.219-23 Notice of Price Evaluation Adjustment for Small Disadvantaged 
          Business Concerns.
52.219-24 Small Disadvantaged Business Participation Program--Targets.
52.219-25 Small Disadvantaged Business Participation Program--
          Disadvantaged Status and Reporting.
52.219-26 Small Disadvantaged Business Participation Program--Incentive 
          Subcontracting.
52.219-28 Post-Award Small Business Program Rerepresentation.
52.221 [Reserved]
52.222-1 Notice to the Government of Labor Disputes.
52.222-2 Payment for Overtime Premiums.
52.222-3 Convict Labor.
52.222-4 Contract Work Hours and Safety Standards Act--Overtime 
          Compensation.
52.222-5 Davis-Bacon Act--Secondary site of the work.
52.222-6 Davis-Bacon Act.
52.222-7 Withholding of Funds.
52.222-8 Payrolls and Basic Records.
52.222-9 Apprentices and Trainees.
52.222-10 Compliance With Copeland Act Requirements.
52.222-11 Subcontracts (Labor Standards).
52.222-12 Contract Termination--Debarment.
52.222-13 Compliance With Davis-Bacon and Related Act Regulations.
52.222-14 Disputes Concerning Labor Standards.
52.222-15 Certification of Eligibility.
52.222-16 Approval of Wage Rates.
52.222-17 [Reserved]
52.222-18 Certification Regarding Knowledge of Child Labor for Listed 
          End Products.

[[Page 8]]

52.222-19 Child Labor--Cooperation with Authorities and Remedies.
52.222-20 Walsh-Healey Public Contracts Act.
52.222-21 Prohibition of segregated facilities.
52.222-22 Previous Contracts and Compliance Reports.
52.222-23 Notice of Requirement for Affirmative Action To Ensure Equal 
          Employment Opportunity for Construction.
52.222-24 Preaward On-Site Equal Opportunity Compliance Evaluation.
52.222-25 Affirmative Action Compliance.
52.222-26 Equal Opportunity.
52.222-27 Affirmative Action Compliance Requirements for Construction.
52.222-28 [Reserved]
52.222-29 Notification of visa denial.
52.222-30 Davis-Bacon Act--price adjustment (None or Separately 
          Specified Method).
52.222-31 Davis-Bacon Act--Price Adjustment (Percentage Method).
52.222-32 Davis-Bacon Act--Price Adjustment (Actual Method).
52.222-33--52.222-34 [Reserved]
52.222-35 Equal Opportunity for Special Disabled Veterans, Veterans of 
          the Vietnam Era, and Other Eligible Veterans.
52.222-36 Affirmative Action for Workers With Disabilities.
52.222-37 Employment Reports on Special Disabled Veterans, Veterans of 
          the Vietnam Era, and Other Eligible Veterans.
52.222-38 Compliance with Veterans' Employment Reporting Requirements.
52.222-39--52.222-40 [Reserved]
52.222-41 Service Contract Act of 1965.
52.222-42 Statement of Equivalent Rates for Federal Hires.
52.222-43 Fair Labor Standards Act and Service Contract Act--Price 
          Adjustment (Multiple Year and Option Contracts).
52.222-44 Fair Labor Standards Act and Service Contract Act--Price 
          Adjustment.
52.222-45 [Reserved]
52.222-46 Evaluation of Compensation for Professional Employees.
52.222-47 [Reserved]
52.222-48 Exemption from Application of the Service Contract Act to 
          Contracts for Maintenance, Calibration, or Repair of Certain 
          Equipment Certification.
52.222-49 Service Contract Act--Place of Performance Unknown.
52.222-50 Combating Trafficking in Persons.
52.222-51 Exemption from Application of the Service Contract Act to 
          Contracts for Maintenance, Calibration, or Repair of Certain 
          Equipment--Requirements.
52.222-52 Exemption from Application of the Service Contract Act to 
          Contracts for Certain Services--Certification.
52.222-53 Exemption from Application of the Service Contract Act to 
          Contracts for Certain Services--Requirements.
52.222-54 Employment Eligibility Verification.
52.223-1 Biobased Product Certification.
52.223-2 Affirmative Procurement of Biobased Products Under Service and 
          Construction Contracts.
52.223-3 Hazardous Material Identification and Material Safety Data.
52.223-4 Recovered Material Certification.
52.223-5 Pollution Prevention and Right-to-Know Information.
52.223-6 Drug-Free Workplace.
52.223-7 Notice of radioactive materials.
52.223-8 [Reserved]
52.223-9 Estimate of Percentage of Recovered Material Content for EPA-
          Designated Items.
52.223-10 Waste Reduction Program.
52.223-11 Ozone-Depleting Substances.
52.223-12 Refrigeration Equipment and Air Conditioners.
52.223-13 Certification of Toxic Chemical Release Reporting.
52.223-14 Toxic Chemical Release Reporting.
52.223-15 Energy Efficiency in Energy-Consuming Products.
52.223-16 IEEE 1680 Standard for the Environmental Assessment of 
          Personal Computer Products.
52.223-17 Affirmative Procurement of EPA-designated Items in Service and 
          Construction Contracts.
52.224-1 Privacy Act Notification.
52.224-2 Privacy Act.
52.225-1 Buy American Act--Supplies.
52.225-2 Buy American Act Certificate.
52.225-3 Buy American Act--Free Trade Agreements--Israeli Trade Act.
52.225-4 Buy American Act--Free Trade Agreement--Israeli Trade Act 
          Certificate.
52.225-5 Trade Agreements.
52.225-6 Trade Agreements Certificate.
52.225-7 Waiver of Buy American Act for Civil Aircraft and Related 
          Articles.
52.225-8 Duty-Free Entry.
52.225-9 Buy American Act--Construction Materials.
52.225-10 Notice of Buy American Act Requirement--Construction 
          Materials.
52.225-11 Buy American Act--Construction Materials under Trade 
          Agreements.
52.225-12 Notice of Buy American Act Requirement--Construction Materials 
          under Trade Agreements.
52.225-13 Restrictions on Certain Foreign Purchases.
52.225-14 Inconsistency between English Version and Translation of 
          Contract.
52.225-15--52.225-16 [Reserved]
52.225-17 Evaluation of Foreign Currency Offers.
52.225-18 Place of Manufacture.
52.225-19 Contractor Personnel in a Designated Operational Area or 
          Supporting a Diplomatic or Consular Mission Outside the United 
          States.

[[Page 9]]

52.225-20 Prohibition on Conducting Restricted Business Operations in 
          Sudan--Certification.
52.225-21 Required Use of American Iron, Steel, and Other Manufactured 
          Goods--Buy American Act--Construction Materials.
52.225-22 Notice of Required Use of American Iron, Steel, and Other 
          Manufactured Goods--Buy American Act--Construction Materials.
52.225-23 Required Use of American Iron, Steel, and Other Manufactured 
          Goods--Buy American Act--Construction Materials under Trade 
          Agreements.
52.225-24 Notice of Required Use of American Iron, Steel, and Other 
          Manufactured Goods--Buy American Act--Construction Materials 
          under Trade Agreements.
52.226 [Reserved]
52.226-1 Utilization of Indian Organizations and Indian-Owned Economic 
          Enterprises.
52.226-2 Historically Black College or University and Minority 
          Institution Representation.
52.226-3 Disaster or Emergency Area Representation.
52.226-4 Notice of Disaster or Emergency Area Set-Aside.
52.226-5 Restrictions on Subcontracting Outside Disaster or Emergency 
          Area.
52.226-6 Promoting excess food donation to nonprofit organizations.
52.227-1 Authorization and Consent.
52.227-2 Notice and Assistance Regarding Patent and Copyright 
          Infringement.
52.227-3 Patent Indemnity.
52.227-4 Patent Indemnity--Construction Contracts.
52.227-5 Waiver of Indemnity.
52.227-6 Royalty Information.
52.227-7 Patents--Notice of Government Licensee.
52.227-8 [Reserved]
52.227-9 Refund of Royalties.
52.227-10 Filing of Patent Applications--Classified Subject Matter.
52.227-11 Patent Rights--Ownership by the Contractor.
52.227-12 [Reserved]
52.227-13 Patent Rights--Ownership by the Government.
52.227-14 Rights in Data--General.
52.227-15 Representation of Limited Rights Data and Restricted Computer 
          Software.
52.227-16 Additional Data Requirements.
52.227-17 Rights in Data--Special Works.
52.227-18 Rights in Data--Existing Works.
52.227-19 Commercial Computer Software License.
52.227-20 Rights in Data--SBIR Program.
52.227-21 Technical Data Declaration, Revision, and Withholding of 
          Payment--Major Systems.
52.227-22 Major System--Minimum Rights.
52.227-23 Rights to Proposal Data (Technical).
52.228-1 Bid Guarantee.
52.228-2 Additional Bond Security.
52.228-3 Workers' Compensation Insurance (Defense Base Act).
52.228-4 Workers' Compensation and War-Hazard Insurance Overseas.
52.228-5 Insurance--Work on a Government Installation.
52.228-6 [Reserved]
52.228-7 Insurance--Liability to Third Persons.
52.228-8 Liability and Insurance--Leased Motor Vehicles.
52.228-9 Cargo Insurance.
52.228-10 Vehicular and General Public Liability Insurance.
52.228-11 Pledges of Assets.
52.228-12 Prospective Subcontractor Requests for Bonds.
52.228-13 Alternative Payment Protections.
52.228-14 Irrevocable Letter of Credit.
52.228-15 Performance and Payment Bonds--Construction.
52.228-16 Performance and Payment Bonds--Other Than Construction.
52.229-1 State and Local Taxes.
52.229-2 North Carolina State and Local Sales and Use Tax.
52.229-3 Federal, State, and Local Taxes.
52.229-4 Federal, State, and Local (State and Local Adjustments).
52.229-5 [Reserved]
52.229-6 Taxes--Foreign Fixed-Price Contracts.
52.229-7 Taxes--Fixed-Price Contracts With Foreign Governments.
52.229-8 Taxes--Foreign Cost-Reimbursement Contracts.
52.229-9 Taxes--Cost-Reimbursement Contracts With Foreign Governments.
52.229-10 State of New Mexico Gross Receipts and Compensating Tax.
52.230-1 Cost Accounting Standards Notices and Certification.
52.230-2 Cost Accounting Standards.
52.230-3 Disclosure and Consistency of Cost Accounting Practices.
52.230-4 Consistency in Cost Accounting Practices.
52.230-5 Cost Accounting Standards--Educational Institution.
52.230-6 Administration of Cost Accounting Standards.
52.230-7 Proposal Disclosure--Cost Accounting Practice Changes.
52.231 [Reserved]
52.232-1 Payments.
52.232-2 Payments Under Fixed-Price Research and Development Contracts.
52.232-3 Payments Under Personal Services Contracts.
52.232-4 Payments Under Transportation Contracts and Transportation-
          Related Services Contracts.
52.232-5 Payments Under Fixed-Price Construction Contracts.

[[Page 10]]

52.232-6 Payment Under Communication Service Contracts With Common 
          Carriers.
52.232-7 Payments Under Time-and-Materials and Labor-Hour Contracts.
52.232-8 Discounts for Prompt Payment.
52.232-9 Limitation on Withholding of Payments.
52.232-10 Payments Under Fixed-Price Architect-Engineer Contracts.
52.232-11 Extras.
52.232-12 Advance Payments.
52.232-13 Notice of Progress Payments.
52.232-14 Notice of Availability of Progress Payments Exclusively for 
          Small Business Concerns.
52.232-15 Progress Payments Not Included.
52.232-16 Progress Payments.
52.232-17 Interest.
52.232-18 Availability of Funds.
52.232-19 Availability of Funds for the Next Fiscal Year.
52.232-20 Limitation of Cost.
52.232-21 [Reserved]
52.232-22 Limitation of Funds.
52.232-23 Assignment of Claims.
52.232-24 Prohibition of Assignment of Claims.
52.232-25 Prompt Payment.
52.232-26 Prompt Payment for Fixed-Price Architect-Engineer Contracts.
52.232-27 Prompt Payment for Construction Contracts.
52.232-28 Invitation To Propose Performance-Based Payments.
52.232-29 Terms for Financing of Purchases of Commercial Items.
52.232-30 Installment Payments for Commercial Items.
52.232-31 Invitation To Propose Financing Terms.
52.232-32 Performance-Based Payments.
52.232-33 Payment by Electronic Funds Transfer--Central Contractor 
          Registration.
52.232-34 Payment by Electronic Funds Transfer--Other than Central 
          Contractor Registration.
52.232-35 Designation of Office for Government Receipt of Electronic 
          Funds Transfer Information.
52.232-36 Payment by Third Party.
52.232-37 Multiple Payment Arrangements.
52.232-38 Submission of Electronic Funds Transfer Information with 
          Offer.
52.233-1 Disputes.
52.233-2 Service of Protest.
52.233-3 Protest After Award.
52.233-4 Applicable Law for Breach of Contract Claim.
52.234-1 Industrial Resources Developed Under Defense Production Act 
          Title III.
52.234-2 Notice of Earned Value Management System - Pre-Award IBR.
52.234-3 Notice of Earned Value Management System - Post Award IBR.
52.234-4 Earned Value Management System.
52.235 [Reserved]
52.236-1 Performance of Work by the Contractor.
52.236-2 Differing Site Conditions.
52.236-3 Site Investigation and Conditions Affecting the Work.
52.236-4 Physical Data.
52.236-5 Material and Workmanship.
52.236-6 Superintendence by the Contractor.
52.236-7 Permits and Responsibilities.
52.236-8 Other Contracts.
52.236-9 Protection of Existing Vegetation, Structures, Equipment, 
          Utilities, and Improvements.
52.236-10 Operations and Storage Areas.
52.236-11 Use and Possession Prior to Completion.
52.236-12 Cleaning Up.
52.236-13 Accident Prevention.
52.236-14 Availability and Use of Utility Services.
52.236-15 Schedules for Construction Contracts.
52.236-16 Quantity Surveys.
52.236-17 Layout of Work.
52.236-18 Work Oversight in Cost-Reimbursement Construction Contracts.
52.236-19 Organization and Direction of the Work.
52.236-20 [Reserved]
52.236-21 Specifications and Drawings for Construction.
52.236-22 Design Within Funding Limitations.
52.236-23 Responsibility of the Architect-Engineer Contractor.
52.236-24 Work Oversight in Architect-Engineer Contracts.
52.236-25 Requirements for Registration of Designers.
52.236-26 Preconstruction Conference.
52.236-27 Site Visit (Construction).
52.236-28 Preparation of Proposals--Construction.
52.237-1 Site Visit.
52.237-2 Protection of Government Buildings, Equipment, and Vegetation.
52.237-3 Continuity of Services.
52.237-4 Payment by Government to Contractor.
52.237-5 Payment by Contractor to Government.
52.237-6 Incremental Payment by Contractor to Government.
52.237-7 Indemnification and Medical Liability Insurance.
52.237-8 Restriction on Severance Payments to Foreign Nationals.
52.237-9 Waiver of Limitation on Severance Payments to Foreign 
          Nationals.
52.237-10 Identification of Uncompensated Overtime.
52.237-11 Accepting and Dispensing of $1 Coin.
52.238 [Reserved]
52.239-1 Privacy or Security Safeguards.
52.240 [Reserved]

[[Page 11]]

52.241 Utility Services Provisions and Clauses.
52.241-1 Electric Service Territory Compliance Representation.
52.241-2 Order of Precedence--Utilities.
52.241-3 Scope and Duration of Contract.
52.241-4 Change in Class of Service.
52.241-5 Contractor's Facilities.
52.241-6 Service Provisions.
52.241-7 Change in Rates or Terms and Conditions of Service for 
          Regulated Services.
52.241-8 Change in Rates or Terms and Conditions of Service for 
          Unregulated Services.
52.241-9 Connection Charge.
52.241-10 Termination Liability.
52.241-11 Multiple Service Locations.
52.241-12 Nonrefundable, Nonrecurring Service Charge.
52.241-13 Capital Credits.
52.242-1 Notice of Intent To Disallow Costs.
52.242-2 Production Progress Reports.
52.242-3 Penalties for Unallowable Costs.
52.242-4 Certification of Final Indirect Costs.
52.242-5--52.242-12 [Reserved]
52.242-13 Bankruptcy.
52.242-14 Suspension of Work.
52.242-15 Stop-Work Order.
52.242-16 [Reserved]
52.242-17 Government Delay of Work.
52.243-1 Changes--Fixed-Price.
52.243-2 Changes--Cost-Reimbursement.
52.243-3 Changes--Time-and-Materials or Labor-Hours.
52.243-4 Changes.
52.243-5 Changes and Changed Conditions.
52.243-6 Change Order Accounting.
52.243-7 Notification of Changes.
52.244-1 [Reserved]
52.244-2 Subcontracts.
52.244-3 [Reserved]
52.244-4 Subcontractors and outside associates and consultants 
          (Architect-engineer services).
52.244-5 Competition in Subcontracting.
52.244-6 Subcontracts for Commercial Items.
52.245-1 Government Property.
52.245-2 Government Property Installation Operation Services.
52.245-3--52.245-8 [Reserved]
52.245-9 Use and Charges.
52.246-1 Contractor Inspection Requirements.
52.246-2 Inspection of Supplies--Fixed-Price.
52.246-3 Inspection of Supplies--Cost-Reimbursement.
52.246-4 Inspection of Services--Fixed-Price.
52.246-5 Inspection of Services--Cost-Reimbursement.
52.246-6 Inspection--Time-and-Material and Labor-Hour.
52.246-7 Inspection of Research and Development--Fixed-Price.
52.246-8 Inspection of Research and Development--Cost-Reimbursement.
52.246-9 Inspection of Research and Development (Short Form).
52.246-10 [Reserved]
52.246-11 Higher-Level Contract Quality Requirement.
52.246-12 Inspection of Construction.
52.246-13 Inspection--Dismantling, Demolition, or Removal of 
          Improvements.
52.246-14 Inspection of Transportation.
52.246-15 Certificate of Conformance.
52.246-16 Responsibility for Supplies.
52.246-17 Warranty of Supplies of a Noncomplex Nature.
52.246-18 Warranty of Supplies of a Complex Nature.
52.246-19 Warranty of Systems and Equipment under Performance 
          Specifications or Design Criteria.
52.246-20 Warranty of Services.
52.246-21 Warranty of Construction.
52.246-22 [Reserved]
52.246-23 Limitation of Liability.
52.246-24 Limitation of Liability--High-Value Items.
52.246-25 Limitation of Liability--Services.
52.247-1 Commercial Bill of Lading Notations.
52.247-2 Permits, Authorities, or Franchises.
52.247-3 Capability To Perform a Contract for the Relocation of a 
          Federal Office.
52.247-4 Inspection of Shipping and Receiving Facilities.
52.247-5 Familiarization With Conditions.
52.247-6 Financial Statement.
52.247-7 Freight Excluded.
52.247-8 Estimated Weights or Quantities Not Guaranteed.
52.247-9 Agreed Weight--General Freight.
52.247-10 Net Weight--General Freight.
52.247-11 Net Weight--Household Goods or Office Furniture.
52.247-12 Supervision, Labor, or Materials.
52.247-13 Accessorial Services--Moving Contracts.
52.247-14 Contractor Responsibility for Receipt of Shipment.
52.247-15 Contractor Responsibility for Loading and Unloading.
52.247-16 Contractor Responsibility for Returning Undelivered Freight.
52.247-17 Charges.
52.247-18 Multiple Shipments.
52.247-19 Stopping in Transit for Partial Unloading.
52.247-20 Estimated Quantities or Weights for Evaluation of Offers.
52.247-21 Contractor Liability for Personal Injury and/or Property 
          Damage.
52.247-22 Contractor Liability for Loss of and/or Damage to Freight 
          Other Than Household Goods.
52.247-23 Contractor Liability for Loss of and/or Damage to Household 
          Goods.

[[Page 12]]

52.247-24 Advance Notification by the Government.
52.247-25 Government-Furnished Equipment With or Without Operators.
52.247-26 Government Direction and Marking.
52.247-27 Contract Not Affected by Oral Agreement.
52.247-28 Contractor's Invoices.
52.247-29 F.o.b. Origin.
52.247-30 F.o.b. Origin, Contractor's Facility.
52.247-31 F.o.b. Origin, Freight Allowed.
52.247-32 F.o.b. Origin, Freight Prepaid.
52.247-33 F.o.b. Origin, With Differentials.
52.247-34 F.o.b. Destination.
52.247-35 F.o.b. Destination, Within Consignee's Premises.
52.247-36 F.a.s. Vessel, Port of Shipment.
52.247-37 F.o.b. Vessel, Port of Shipment.
52.247-38 F.o.b. Inland Carrier, Point of Exportation.
52.247-39 F.o.b. Inland Point, Country of Importation.
52.247-40 Ex Dock, Pier, or Warehouse, Port of Importation.
52.247-41 C.& f. Destination.
52.247-42 C.i.f. Destination.
52.247-43 F.o.b. Designated Air Carrier's Terminal, Point of 
          Exportation.
52.247-44 F.o.b. Designated Air Carrier's Terminal, Point of 
          Importation.
52.247-45 F.o.b. Origin and/or F.o.b. Destination Evaluation.
52.247-46 Shipping Point(s) Used in Evaluation of F.o.b. Origin Offers.
52.247-47 Evaluation--F.o.b. Origin.
52.247-48 F.o.b. Destination--Evidence of Shipment.
52.247-49 Destination Unknown.
52.247-50 No Evaluation of Transportation Costs.
52.247-51 Evaluation of Export Offers.
52.247-52 Clearance and Documentation Requirements--Shipments to DOD Air 
          or Water Terminal Transshipment Points.
52.247-53 Freight Classification Description.
52.247-54 [Reserved]
52.247-55 F.o.b. Point for Delivery of Government-Furnished Property.
52.247-56 Transit Arrangements.
52.247-57 Transportation Transit Privilege Credits.
52.247-58 Loading, Blocking, and Bracing of Freight Car Shipments.
52.247-59 F.o.b. Origin--Carload and Truckload Shipments.
52.247-60 Guaranteed Shipping Characteristics.
52.247-61 F.o.b. Origin--Minimum Size of Shipments.
52.247-62 Specific Quantities Unknown.
52.247-63 Preference for U.S.-Flag Air Carriers.
52.247-64 Preference for Privately Owned U.S.-Flag Commercial Vessels.
52.247-65 F.o.b. Origin, Prepaid Freight--Small Package Shipments.
52.247-66 Returnable Cylinders.
52.247-67 Submission of Transportation Documents for Audit.
52.247-68 Report of Shipment (REPSHIP).
52.248-1 Value Engineering.
52.248-2 Value Engineering--Architect-Engineer.
52.248-3 Value Engineering--Construction.
52.249-1 Termination for Convenience of the Government (Fixed-Price) 
          (Short Form).
52.249-2 Termination for Convenience of the Government (Fixed-Price).
52.249-3 Termination for Convenience of the Government (Dismantling, 
          Demolition, or Removal of Improvements).
52.249-4 Termination for Convenience of the Government (Services) (Short 
          Form).
52.249-5 Termination for Convenience of the Government (Educational and 
          Other Nonprofit Institutions).
52.249-6 Termination (Cost-Reimbursement).
52.249-7 Termination (Fixed-Price Architect-Engineer).
52.249-8 Default (Fixed-Price Supply and Service).
52.249-9 Default (Fixed-Price Research and Development).
52.249-10 Default (Fixed-Price Construction).
52.249-11 [Reserved]
52.249-12 Termination (Personal Services).
52.249-13 [Reserved]
52.249-14 Excusable Delays.
52.250-1 Indemnification Under Public Law 85-804.
52.250-2 SAFETY Act Coverage Not Applicable.
52.250-3 SAFETY Act Block Designation/Certification.
52.250-4 SAFETY Act Pre-qualification Designation Notice.
52.250-5 SAFETY Act--Equitable Adjustment.
52.251-1 Government Supply Sources.
52.251-2 Interagency Fleet Management System Vehicles and Related 
          Services.
52.252-1 Solicitation Provisions Incorporated by Reference.
52.252-2 Clauses Incorporated by Reference.
52.252-3 Alterations in Solicitation.
52.252-4 Alterations in Contract.
52.252-5 Authorized Deviations in Provisions.
52.252-6 Authorized Deviations in Clauses.
52.253-1 Computer Generated Forms.

                Subpart 52.3_Provision and Clause Matrix

52.300 Scope of subpart.
52.301 Solicitation provisions and contract clauses (Matrix).

    Authority: 40 U.S.C. 121(c); 10 U.S.C. chapter 137; and 42 U.S.C. 
2473(c).

[[Page 13]]


    Source: 48 FR 42478, Sept. 19, 1983, unless otherwise noted.



52.000  Scope of part.

    This part (a) gives instructions for using provisions and clauses in 
solicitations and/or contracts, (b) sets forth the solicitation 
provisions and contract clauses prescribed by this regulation, and (c) 
presents a matrix listing the FAR provisions and clauses applicable to 
each principal contract type and/or purpose (e.g., fixed-price supply, 
cost-reimbursement research and development).

[48 FR 42478, Sept. 19, 1983; 48 FR 43273, Sept. 22, 1983, as amended at 
55 FR 3887, Feb. 5, 1990]



       Subpart 52.1_Instructions for Using Provisions and Clauses



52.100  Scope of subpart.

    This subpart (a) gives instructions for using part 52, including the 
explanation and use of provision and clause numbers, prescriptions, 
prefaces, and the matrix; (b) prescribes procedures for incorporating, 
identifying, and modifying provisions and clauses in solicitations and 
contracts, and for using alternates; and (c) describes the derivation of 
FAR provisions and clauses.

[48 FR 42478, Sept. 19, 1983; 48 FR 43273, Sept. 22, 1983, as amended at 
55 FR 3887, Feb. 5, 1990]



52.101  Using part 52.

    (a) Definition. Modification, as used in this subpart, means a minor 
change in the details of a provision or clause that is specifically 
authorized by the FAR and does not alter the substance of the provision 
or clause (see 52.104).
    (b) Numbering--(1) FAR provisions and clauses. Subpart 52.2 sets 
forth the texts of all FAR provisions and clauses, each in its own 
separate subsection. The subpart is arranged by subject matter, in the 
same order as, and keyed to, the parts of the FAR. Each FAR provision or 
clause is uniquely identified. All FAR provision and clause numbers 
begin with ``52.2,'' since the text of all FAR provisions and clauses 
appear in subpart 52.2. The next two digits of the provision or clause 
number correspond to the number of the FAR subject part in which the 
provision or clause is prescribed. The FAR provision or clause number is 
then completed by a hyphen and a sequential number assigned within each 
section of subpart 52.2. The following example illustrates the makeup of 
the FAR provision or clause number:
[GRAPHIC] [TIFF OMITTED] TC01MY91.000

    (2) Provisions or clauses that supplement the FAR. (i) Provisions or 
clauses that supplement the FAR are--
    (A) Prescribed and included in authorized agency acquisition 
regulations issued within an agency to satisfy the specific needs of the 
agency as a whole;
    (B) Prescribed and included in a regulation issued by a 
suborganization of an agency to satisfy the needs of that particular 
suborganization; or
    (C) Developed for use at a suborganizational level of an agency, not 
meant for repetitive use, but intended to meet the needs of an 
individual acquisition and, thus, impractical to include in either an 
agency or suborganization acquisition regulation. (See 1.301(c).)
    (ii) Supplemental provisions or clauses published in agency 
acquisition regulations shall be in full text and the prescription for 
the use of each shall be included. Supplemental provisions or clauses 
published in agency acquisition regulations shall be numbered in the 
same manner in which FAR provisions and clauses are numbered except 
that--
    (A) If it is included in an agency acquisition regulation that is 
published in the Federal Register and is codified in Title 48, Code of 
Federal Regulations (48 CFR), the number shall be preceded by the 
chapter number within 48 CFR assigned by the CFR staff; and
    (B) The sequential number shall be ``70'' or a higher number (see 
1.303).
    (iii) The sequential number at the end of the number of a provision 
or clause that supplements the FAR, like its counterpart at the end of 
any FAR provision or clause number, indicates

[[Page 14]]

the subsection location of the provision or clause in subpart 52.2 of 
the agency acquisition regulation that contains its full text. If, for 
example, an agency acquisition regulation contains only one provision 
followed by only one clause supplementing the FAR in its section 52.236 
(Construction and Architect-Engineer Contracts), then the sequential 
numbers would be ``70'' for the provision and ``71'' for the clause.
    (c) Prescriptions. Each provision or clause in subpart 52.2 is 
prescribed at that place in the FAR text where the subject matter of the 
provision or clause receives its primary treatment. The prescription 
includes all conditions, requirements, and instructions for using the 
provision or clause and its alternates, if any. The provision or clause 
may be referred to in other FAR locations.
    (d) Introductory text. Within subpart 52.2, the introductory text of 
each provision or clause includes a cross-reference to the location in 
the FAR subject text that prescribes its use.
    (e) Matrix. (1) The matrix in subpart 52.3 contains a column for 
each principal type and/or purpose of contract (e.g., fixed-price 
supply, cost reimbursement research and development). The matrix lists 
the--
    (i) Required solicitation provisions;
    (ii) Required-when-applicable solicitation provisions;
    (iii) Optional solicitation provisions;
    (iv) Required contract clauses;
    (v) Required-when-applicable contract clauses; and
    (vi) Optional contract clauses.
    (2) For each provision or clause listed, the matrix provides 
information on--
    (i) Whether incorporation by reference is or is not authorized (see 
52.102);
    (ii) The section of the Uniform Contract Format (UCF) in which it is 
to be located, if it is used in an acquisition that is subject to the 
UCF;
    (iii) Its number;
    (iv) The citation of the FAR text that prescribes its use; and
    (v) Its title.
    (3) Since the matrix does not provide sufficient information to 
determine the applicability of a provision or clause in the ``required-
when-applicable'' and ``optional'' categories, contracting officers 
shall refer to the FAR text (cited in the matrix) that prescribes its 
use.
    (4) The FAR matrix may be reproduced at agency levels, and at 
subordinate levels, for the purpose of supplementing it with agency-
developed provisions and clauses. The resulting consolidated matrices 
may be included in agency acquisition regulations.
    (f) Dates. Since they are subject to revision from time to time, all 
provisions, clauses, and alternates are dated; e.g., (DEC 1983). To 
avoid questions concerning which version of any provision, clause, or 
alternate is operative in any given solicitation or contract, its date 
shall be included whether it is incorporated by reference or in full 
text.

[48 FR 42478, Sept. 19, 1983; 48 FR 43273, Sept. 22, 1983, as amended at 
55 FR 3887, Feb. 5, 1990; 62 FR 40237, July 25, 1997; 62 FR 64927, Dec. 
9, 1997; 65 FR 36016, June 6, 2000; 66 FR 2134, Jan. 10, 2001]



52.102  Incorporating provisions and clauses.

    (a) Provisions and clauses should be incorporated by reference to 
the maximum practical extent, rather than being incorporated in full 
text, even if they--
    (1) Are used with one or more alternates or on an optional basis;
    (2) Are prescribed on a ``substantially as follows'' or 
``substantially the same as'' basis, provided they are used verbatim;
    (3) Require modification or the insertion by the Government of fill-
in material (see 52.104); or
    (4) Require completion by the offeror or prospective contractor. 
This instruction also applies to provisions completed as annual 
representations and certifications.
    (b) Except for provisions and clauses prescribed in 52.107, any 
provision or clause that can be accessed electronically by the offeror 
or prospective contractor may be incorporated by reference in 
solicitations and/or contracts. However, the contracting officer, upon 
request, shall provide the full text of any provision or clause 
incorporated by reference.

[[Page 15]]

    (c) Agency approved provisions and clauses prescribed in agency 
acquisition regulations, and provisions and clauses not authorized by 
subpart 52.3 to be incorporated by reference, need not be incorporated 
in full text, provided the contracting officer includes in the 
solicitation and contract a statement that--
    (1) Identifies all provisions and clauses that require completion by 
the offeror or prospective contractor;
    (2) Specifies that the provisions and clauses must be completed by 
the offeror or prospective contractor and must be submitted with the 
quotation or offer; and
    (3) Identifies to the offeror or prospective contractor at least one 
electronic address where the full text may be accessed.
    (d) An agency may develop a group listing of provisions and clauses 
that apply to a specific category of contracts. An agency group listing 
may be incorporated by reference in solicitations and/or contracts in 
lieu of citing the provisions and clauses individually, provided the 
group listing is made available electronically to offerors and 
prospective contractors.
    (e) A provision or clause that is not available electronically to 
offerors and prospective contractors shall be incorporated in 
solicitations and/or contracts in full text if it is--
    (1) A FAR provision or clause that otherwise is not authorized to be 
incorporated by reference (see subpart 52.3); or
    (2) A provision or clause prescribed for use in an agency 
acquisition regulation.
    (f) Provisions or clauses may not be incorporated by reference by 
being listed in the--
    (1) Provision at 52.252-3, Alterations in Solicitations; or
    (2) Clause at 52.252-4, Alterations in Contract.

[62 FR 64927, Dec. 9, 1997]



52.103  Identification of provisions and clauses.

    (a) Whenever any FAR provision or clause is used without deviation 
in a solicitation or contract, whether it is incorporated by reference 
or in full text, it shall be identified by number, title, and date. This 
identification shall also be used if the FAR provision or clause is used 
with an authorized deviation, except that the contracting officer shall 
then insert ``(DEVIATION)'' after the date. Solicited firms and 
contractors will be advised of the meaning of this insertion through the 
use of the (1) provision at 52.252-5, Authorized Deviations in 
Provisions, or (2) clause at 52.252-6, Authorized Deviations in Clauses. 
The above mentioned provision and clause are prescribed in 52.107 (e) 
and (f).
    (b) Any provision or clause that supplements the FAR whether it is 
incorporated by reference or in full text shall be clearly identified by 
number, title, date, and name of the regulation. When a supplemental 
provision or clause is used with an authorized deviation, insert 
``(DEVIATION)'' after the name of the regulation.
    (c) A provision or clause of the type described in 
52.101(b)(2)(i)(C) shall be identified by the title, date, and the name 
of the agency or suborganization within the agency that developed it.
    (d) Except for provisions or clauses covered by 52.103(c), the 
following hypothetical examples illustrate how a provision or clause 
that supplements the FAR shall be identified when it is incorporated in 
solicitations and/or contracts by reference or in full text:
    (1) If part 14 (Sealed Bidding) of the X Agency Acquisition 
Regulation, published in the Federal Register and codified as Chapter 99 
in 48 CFR, prescribes the use of a provision entitled ``Bid Envelopes,'' 
dated October 1983, and that provision is sequentially the first 
provision or clause appearing in Section 52.214 of the X Agency 
Acquisition Regulation, then the identification of that provision shall 
be ``9952.214-70--Bid Envelopes (OCT 1983).''
    (2) Assume that Y, a major organizational element of the X Agency, 
is authorized to issue the Y Acquisition Regulation, which is not 
published in the Federal Register and codified in 48 CFR. If part 36 
(Construction and Architect-Engineer Contracts) of the Y Acquisition 
Regulation prescribes the use of a clause entitled ``Refrigerated

[[Page 16]]

Display Cases,'' dated March 1983, pertaining to a specialized type of 
construction work, and that clause is sequentially the second provision 
or clause appearing in Section 52.236 of the Y Acquisition Regulation, 
then the identification of that clause shall be ``52.236-71--
Refrigerated Display Cases (MAR 1983)--Y Acquisition Regulation.''

[48 FR 42478, Sept. 19, 1983, as amended at 52 FR 9039, Mar. 20, 1987]



52.104  Procedures for modifying and completing provisions and clauses.

    (a) The contracting officer must not modify provisions and clauses 
unless the FAR authorizes their modification. For example--
    (1) ``The contracting officer may use a period shorter than 60 days 
(but not less than 30 days) in paragraph (x) of the clause''; or
    (2) ``The contracting officer may substitute the words `task order' 
for the word `Schedule' wherever that word appears in the clause.''
    (b) When modifying provisions or clauses incorporated by reference, 
insert the changed wording directly below the title of the provision or 
clause identifying to the lowest level necessary (e.g., paragraph, 
sentence, word), to clearly indicate what is being modified.
    (c) When modifying provisions or clauses incorporated in full text, 
modify the language directly by substituting the changed wording as 
permitted.
    (d) When completing blanks in provisions or clauses incorporated by 
reference, insert the fill-in information directly below the title of 
the provision or clause identifying to the lowest level necessary to 
clearly indicate the blanks being filled in.
    (e) When completing blanks in provisions or clauses incorporated in 
full text, insert the fill-in information in the blanks of the provision 
or clause.

[48 FR 42478, Sept. 19, 1983, as amended at 65 FR 36016, June 6, 2000]



52.105  Procedures for using alternates.

    (a) The FAR accommodates a major variation in a provision or clause 
by use of an alternate. The FAR prescribes alternates to a given 
provision or clause in the FAR subject text where the provision or 
clause is prescribed. The alternates to each provision or clause are 
titled ``Alternate I,'' ``Alternate II,'' ``Alternate III,'' etc.
    (b) When an alternate is used, its date shall be cited along with 
the date of the basic provision or clause; e.g., 52.209-3 FIRST ARTICLE 
APPROVAL--CONTRACTOR TESTING (OCT 1983)--ALTERNATE I (DEC 1983).
    (c) Under certain circumstances, a provision or clause may be used 
with two or more alternates. In these circumstances, each of the 
applicable alternates shall be cited, whether incorporated by reference 
or in full text; e.g., 52.209-3 FIRST ARTICLE APPROVAL--CONTRACTOR 
TESTING (OCT 1983)--ALTERNATE I (DEC 1983) AND ALTERNATE II (FEB 1984). 
However, under no circumstances may an alternate to a specific provision 
or clause be applied to any other provision or clause.

[48 FR 42478, Sept. 19, 1983, as amended at 65 FR 36016, June 6, 2000]



52.106  [Reserved]



52.107  Provisions and clauses prescribed in subpart 52.1.

    (a) The contracting officer shall insert the provision at 52.252-1, 
Solicitation Provisions Incorporated by Reference, in solicitations in 
order to incorporate provisions by reference.
    (b) The contracting officer shall insert the clause at 52.252-2, 
Clauses Incorporated by Reference, in solicitations and contracts in 
order to incorporate clauses by reference.
    (c) The contracting officer shall insert the provision at 52.252-3, 
Alterations in Solicitation, in solicitations in order to revise or 
supplement, as necessary, other parts of the solicitation that apply to 
the solicitation phase only, except for any provision authorized for use 
with a deviation.
    (d) The contracting officer shall insert the clause at 52.252-4, 
Alterations in Contract, in solicitations and contracts in order to 
revise or supplement, as necessary, other parts of the contract, or 
parts of the solicitations that apply to the contract phase, except for

[[Page 17]]

any clause authorized for use with a deviation.
    (e) The contracting officer shall insert the provision at 52.252-5, 
Authorized Deviations in Provisions, in solicitations that include any 
FAR or supplemental provision with an authorized deviation. Whenever any 
FAR or supplemental provision is used with an authorized deviation, the 
contracting officer shall identify it by the same number, title, and 
date assigned to the provision when it is used without deviation, 
include regulation name for any supplemental provision, except that the 
contracting officer shall insert ``(DEVIATION)'' after the date of the 
provision.
    (f) The contracting officer shall insert the clause at 52.252-6, 
Authorized Deviations in Clauses, in solicitations and contracts that 
include any FAR or supplemental clause with an authorized deviation. 
Whenever any FAR or supplemental clause is used with an authorized 
deviation, the contracting officer shall identify it by the same number, 
title, and date assigned to the clause when it is used without 
deviation, include regulation name for any supplemental clause, except 
that the contracting officer shall insert ``(DEVIATION)'' after the date 
of the clause.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 48990, Nov. 28, 1989]



               Subpart 52.2_Text of Provisions and Clauses



52.200  Scope of subpart.

    This subpart sets forth the text of all FAR provisions and clauses 
(see 52.101(b)(1)) and gives a cross-reference to the location in the 
FAR that prescribes the provision or clause.

[65 FR 36016, June 6, 2000]



52.202-1  Definitions.

    As prescribed in 2.201, insert the following clause:

                         Definitions (JUL 2004)

    (a) When a solicitation provision or contract clause uses a word or 
term that is defined in the Federal Acquisition Regulation (FAR), the 
word or term has the same meaning as the definition in FAR 2.101 in 
effect at the time the solicitation was issued, unless--
    (1) The solicitation, or amended solicitation, provides a different 
definition;
    (2) The contracting parties agree to a different definition;
    (3) The part, subpart, or section of the FAR where the provision or 
clause is prescribed provides a different meaning; or
    (4) The word or term is defined in FAR Part 31, for use in the cost 
principles and procedures.
    (b) The FAR Index is a guide to words and terms the FAR defines and 
shows where each definition is located. The FAR Index is available via 
the Internet at http://www.acqnet.gov at the end of the FAR, after the 
FAR Appendix.

                             (End of clause)

[69 FR 34228, June 18, 2004]



52.203-1  [Reserved]



52.203-2  Certificate of Independent Price Determination.

    As prescribed in 3.103-1, insert the following provision. If the 
solicitation is a Request for Quotations, the terms Quotation and Quoter 
may be substituted for Offer and Offeror.

        Certificate of Independent Price Determination (APR 1985)

    (a) The offeror certifies that--
    (1) The prices in this offer have been arrived at independently, 
without, for the purpose of restricting competition, any consultation, 
communication, or agreement with any other offeror or competitor 
relating to (i) those prices, (ii) the intention to submit an offer, or 
(iii) the methods or factors used to calculate the prices offered;
    (2) The prices in this offer have not been and will not be knowingly 
disclosed by the offeror, directly or indirectly, to any other offeror 
or competitor before bid opening (in the case of a sealed bid 
solicitation) or contract award (in the case of a negotiated 
solicitation) unless otherwise required by law; and
    (3) No attempt has been made or will be made by the offeror to 
induce any other concern to submit or not to submit an offer for the 
purpose of restricting competition.
    (b) Each signature on the offer is considered to be a certification 
by the signatory that the signatory--
    (1) Is the person in the offeror's organization responsible for 
determining the prices being offered in this bid or proposal, and that 
the signatory has not participated and will not participate in any 
action contrary to subparagraphs (a)(1) through (a)(3) above; or
    (2)(i) Has been authorized, in writing, to act as agent for the 
following principals in

[[Page 18]]

certifying that those principals have not participated, and will not 
participate in any action contrary to subparagraphs (a)(1)
through (a)(3) above____________________________________________________
________________________________________________________________________
[insert full name of person(s) in the offeror's organization responsible 
for determining the prices offered in this bid or proposal, and the 
title of his or her position in the offeror's organization];
    (ii) As an authorized agent, does certify that the principals named 
in subdivision (b)(2)(i) above have not participated, and will not 
participate, in any action contrary to subparagraphs (a)(1) through 
(a)(3) above; and
    (iii) As an agent, has not personally participated, and will not 
participate, in any action contrary to subparagraphs (a)(1) through 
(a)(3) above.
    (c) If the offeror deletes or modifies subparagraph (a)(2) above, 
the offeror must furnish with its offer a signed statement setting forth 
in detail the circumstances of the disclosure.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1746, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985]



52.203-3  Gratuities.

    As prescribed in 3.202, insert the following clause:

                          Gratuities (APR 1984)

    (a) The right of the Contractor to proceed may be terminated by 
written notice if, after notice and hearing, the agency head or a 
designee determines that the Contractor, its agent, or another 
representative--
    (1) Offered or gave a gratuity (e.g., an entertainment or gift) to 
an officer, official, or employee of the Government; and
    (2) Intended, by the gratuity, to obtain a contract or favorable 
treatment under a contract.
    (b) The facts supporting this determination may be reviewed by any 
court having lawful jurisdiction.
    (c) If this contract is terminated under paragraph (a) above, the 
Government is entitled--
    (1) To pursue the same remedies as in a breach of the contract; and
    (2) In addition to any other damages provided by law, to exemplary 
damages of not less than 3 nor more than 10 times the cost incurred by 
the Contractor in giving gratuities to the person concerned, as 
determined by the agency head or a designee. (This subparagraph (c)(2) 
is applicable only if this contract uses money appropriated to the 
Department of Defense.)
    (d) The rights and remedies of the Government provided in this 
clause shall not be exclusive and are in addition to any other rights 
and remedies provided by law or under this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 39200, July 26, 1996]



52.203-4  [Reserved]



52.203-5  Covenant Against Contingent Fees.

    As prescribed in 3.404, insert the following clause:

               Covenant Against Contingent Fees (APR 1984)

    (a) The Contractor warrants that no person or agency has been 
employed or retained to solicit or obtain this contract upon an 
agreement or understanding for a contingent fee, except a bona fide 
employee or agency. For breach or violation of this warranty, the 
Government shall have the right to annul this contract without liability 
or, in its discretion, to deduct from the contract price or 
consideration, or otherwise recover, the full amount of the contingent 
fee.
    (b) Bona fide agency, as used in this clause, means an established 
commercial or selling agency, maintained by a contractor for the purpose 
of securing business, that neither exerts nor proposes to exert improper 
influence to solicit or obtain Government contracts nor holds itself out 
as being able to obtain any Government contract or contracts through 
improper influence.
    Bona fide employee, as used in this clause, means a person, employed 
by a contractor and subject to the contractor's supervision and control 
as to time, place, and manner of performance, who neither exerts nor 
proposes to exert improper influence to solicit or obtain Government 
contracts nor holds out as being able to obtain any Government contract 
or contracts through improper influence.
    Contingent fee, as used in this clause, means any commission, 
percentage, brokerage, or other fee that is contingent upon the success 
that a person or concern has in securing a Government contract.
    Improper influence, as used in this clause, means any influence that 
induces or tends to induce a Government employee or officer to give 
consideration or to act regarding a Government contract on any basis 
other than the merits of the matter.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 56 FR 41730, Aug. 22, 1991; 
61 FR 39189, July 26, 1996]

[[Page 19]]



52.203-6  Restrictions on Subcontractor Sales to the Government.

    As prescribed in 3.503-2, insert the following clause:

    Restrictions on Subcontractor Sales to the Government (SEP 2006)

    (a) Except as provided in (b) below, the Contractor shall not enter 
into any agreement with an actual or prospective subcontractor, nor 
otherwise act in any manner, which has or may have the effect of 
restricting sales by such subcontractors directly to the Government of 
any item or process (including computer software) made or furnished by 
the subcontractor under this contract or under any follow-on production 
contract.
    (b) The prohibition in (a) above does not preclude the Contractor 
from asserting rights that are otherwise authorized by law or 
regulation.
    (c) The Contractor agrees to incorporate the substance of this 
clause, including this paragraph (c), in all subcontracts under this 
contract which exceed the simplified acquisition threshold.

                             (End of clause)

    Alternate I (OCT 1995). As prescribed in 3.503-2, substitute the 
following paragraph in place of paragraph (b) of the basic clause:

    (b) The prohibition in paragraph (a) of this clause does not 
preclude the Contractor from asserting rights that are otherwise 
authorized by law or regulation. For acquisitions of commercial items, 
the prohibition in paragraph (a) applies only to the extent that any 
agreement restricting sales by subcontractors results in the Federal 
Government being treated differently from any other prospective 
purchaser for the sale of the commercial item(s).

[50 FR 35479, Aug. 30, 1985, as amended at 60 FR 34761, July 3, 1995; 60 
FR 48251, Sept. 18, 1995; 61 FR 39198, July 26, 1996; 71 FR 57369, Sept. 
28, 2006]



52.203-7  Anti-Kickback Procedures.

    As prescribed in 3.502-3, insert the following clause:

                   Anti-Kickback Procedures (JUL 1995)

    (a) Definitions.
    Kickback, as used in this clause, means any money, fee, commission, 
credit, gift, gratuity, thing of value, or compensation of any kind 
which is provided, directly or indirectly, to any prime Contractor, 
prime Contractor employee, subcontractor, or subcontractor employee for 
the purpose of improperly obtaining or rewarding favorable treatment in 
connection with a prime contract or in connection with a subcontract 
relating to a prime contract.
    Person, as used in this clause, means a corporation, partnership, 
business association of any kind, trust, joint-stock company, or 
individual.
    Prime contract, as used in this clause, means a contract or 
contractual action entered into by the United States for the purpose of 
obtaining supplies, materials, equipment, or services of any kind.
    Prime Contractor, as used in this clause, means a person who has 
entered into a prime contract with the United States.
    Prime Contractor employee, as used in this clause, means any 
officer, partner, employee, or agent of a prime Contractor.
    Subcontract, as used in this clause, means a contract or contractual 
action entered into by a prime Contractor or subcontractor for the 
purpose of obtaining supplies, materials, equipment, or services of any 
kind under a prime contract.
    Subcontractor, as used in this clause, (1) means any person, other 
than the prime Contractor, who offers to furnish or furnishes any 
supplies, materials, equipment, or services of any kind under a prime 
contract or a subcontract entered into in connection with such prime 
contract, and (2) includes any person who offers to furnish or furnishes 
general supplies to the prime Contractor or a higher tier subcontractor.
    Subcontractor employee, as used in this clause, means any officer, 
partner, employee, or agent of a subcontractor.
    (b) The Anti-Kickback Act of 1986 (41 U.S.C. 51-58) (the Act), 
prohibits any person from--
    (1) Providing or attempting to provide or offering to provide any 
kickback;
    (2) Soliciting, accepting, or attempting to accept any kickback; or
    (3) Including, directly or indirectly, the amount of any kickback in 
the contract price charged by a prime Contractor to the United States or 
in the contract price charged by a subcontractor to a prime Contractor 
or higher tier subcontractor.
    (c)(1) The Contractor shall have in place and follow reasonable 
procedures designed to prevent and detect possible violations described 
in paragraph (b) of this clause in its own operations and direct 
business relationships.
    (2) When the Contractor has reasonable grounds to believe that a 
violation described in paragraph (b) of this clause may have occurred, 
the Contractor shall promptly report in writing the possible violation. 
Such reports shall be made to the inspector general of the contracting 
agency, the head of the contracting agency if the agency does not have 
an inspector general, or the Department of Justice.

[[Page 20]]

    (3) The Contractor shall cooperate fully with any Federal agency 
investigating a possible violation described in paragraph (b) of this 
clause.
    (4) The Contracting Officer may (i) offset the amount of the 
kickback against any monies owed by the United States under the prime 
contract and/or (ii) direct that the Prime Contractor withhold, from 
sums owed a subcontractor under the prime contract, the amount of any 
kickback. The Contracting Officer may order the monies withheld under 
subdivision (c)(4)(ii) of this clause be paid over to the Government 
unless the Government has already offset those monies under subdivision 
(c)(4)(i) of this clause. In either case, the Prime Contractor shall 
notify the Contracting Officer when the monies are withheld.
    (5) The Contractor agrees to incorporate the substance of this 
clause, including this subparagraph (c)(5) but excepting subparagraph 
(c)(1), in all subcontracts under under this contract which exceed 
$100,000.

[52 FR 6122, Feb. 27, 1987, as amended at 53 FR 34228, Sept. 2, 1988; 53 
FR 36028, Sept. 16, 1988; 60 FR 34761, July 3, 1995]



52.203-8  Cancellation, Rescission, and Recovery of Funds for Illegal or 

Improper Activity.

    As prescribed in 3.104-9(a), insert the following clause:

Cancellation, Rescission, and Recovery of Funds for Illegal or Improper 
                           Activity (JAN 1997)

    (a) If the Government receives information that a contractor or a 
person has engaged in conduct constituting a violation of subsection 
(a), (b), (c), or (d) of Section 27 of the Office of Federal Procurement 
Policy Act (41 U.S.C. 423) (the Act), as amended by section 4304 of the 
National Defense Authorization Act for Fiscal Year 1996 (Pub. L. 104-
106), the Government may--
    (1) Cancel the solicitation, if the contract has not yet been 
awarded or issued; or
    (2) Rescind the contract with respect to which--
    (i) The Contractor or someone acting for the Contractor has been 
convicted for an offense where the conduct constitutes a violation of 
subsection 27 (a) or (b) of the Act for the purpose of either--
    (A) Exchanging the information covered by such subsections for 
anything of value; or
    (B) Obtaining or giving anyone a competitive advantage in the award 
of a Federal agency procurement contract; or
    (ii) The head of the contracting activity has determined, based upon 
a preponderance of the evidence, that the Contractor or someone acting 
for the Contractor has engaged in conduct constituting an offense 
punishable under subsection 27(e)(1) of the Act.
    (b) If the Government rescinds the contract under paragraph (a) of 
this clause, the Government is entitled to recover, in addition to any 
penalty prescribed by law, the amount expended under the contract.
    (c) The rights and remedies of the Government specified herein are 
not exclusive, and are in addition to any other rights and remedies 
provided by law, regulation, or under this contract.

                             (End of clause)

[62 FR 233, Jan. 2, 1997; 62 FR 10710, Mar. 10, 1997, as amended at 67 
FR 13063, Mar. 20, 2002]



52.203-9  [Reserved]



52.203-10  Price or Fee Adjustment for Illegal or Improper Activity.

    As prescribed in 3.104-9(b) insert the following clause:

   Price or Fee Adjustment for Illegal or Improper Activity (JAN 1997)

    (a) The Government, at its election, may reduce the price of a 
fixed-price type contract and the total cost and fee under a cost-type 
contract by the amount of profit or fee determined as set forth in 
paragraph (b) of this clause if the head of the contracting activity or 
designee determines that there was a violation of subsection 27 (a), 
(b), or (c) of the Office of Federal Procurement Policy Act, as amended 
(41 U.S.C. 423), as implemented in section 3.104 of the Federal 
Acquisition Regulation.
    (b) The price or fee reduction referred to in paragraph (a) of this 
clause shall be--
    (1) For cost-plus-fixed-fee contracts, the amount of the fee 
specified in the contract at the time of award;
    (2) For cost-plus-incentive-fee conrtracts, the target fee specified 
in the contract at the time of award, notwithstanding any minimum fee or 
``fee floor'' specified in the contract.
    (3) For cost-plus-award-fee contracts--
    (i) The base fee established in the contract at the time of contract 
award;
    (ii) If no base fee is specified in the contract, 30 percent of the 
amount of each award fee otherwise payable to the Contractor for each 
award fee evaluation period or at each award fee determination point.
    (4) For fixed-price-incentive contracts, the Government may--
    (i) Reduce the contract target price and contract target profit both 
by an amount equal to the initial target profit specified in the 
contract at the time of contract award; or
    (ii) If an immediate adjustment to the contract target price and 
contract target profit

[[Page 21]]

would have a significant adverse impact on the incentive price revision 
relationship under the contract, or adversely affect the contract 
financing provisions, the Contracting Officer may defer such adjustment 
until establishment of the total final price of the contract. The total 
final price established in accordance with the incentive price revision 
provisions of the contract shall be reduced by an amount equal to the 
initial target profit specified in the contract at the time of contract 
award and such reduced price shall be the total final contract price.
    (5) For firm-fixed-price contracts, by 10 percent of the initial 
contract price or a profit amount determined by the Contracting Officer 
from records or documents in existence prior to the date of the contract 
award.
    (c) The Government may, at its election, reduce a prime contractor's 
price or fee in accordance with the procedures of paragraph (b) of this 
clause for violations of the Act by its subcontractors by an amount not 
to exceed the amount of profit or fee reflected in the subcontract at 
the time the subcontract was first definitively priced.
    (d) In addition to the remedies in paragraphs (a) and (c) of this 
clause, the Government may terminate this contract for default. The 
rights and remedies of the Government specified herein are not 
exclusive, and are in addition to any other rights and remedies provided 
by law or under this contract.

                             (End of clause)

[55 FR 36797, Sept. 6, 1990, as amended at 62 FR 233, Jan. 2, 1997]



52.203-11  Certification and Disclosure Regarding Payments to Influence 

Certain Federal Transactions.

    As prescribed in 3.808(a), insert the following provision:

  Certification and Disclosure Regarding Payments To Influence Certain 
                     Federal Transactions (SEP 2007)

    (a) Definitions. As used in this provision--``Lobbying contact'' has 
the meaning provided at 2 U.S.C. 1602(8). The terms ``agency,'' 
``influencing or attempting to influence,'' ``officer or employee of an 
agency,'' ``person,'' ``reasonable compensation,'' and ``regularly 
employed'' are defined in the FAR clause of this solicitation entitled 
``Limitation on Payments to Influence Certain Federal Transactions'' 
(52.203-12).
    (b) Prohibition. The prohibition and exceptions contained in the FAR 
clause of this solicitation entitled ``Limitation on Payments to 
Influence Certain Federal Transactions'' (52.203-12) are hereby 
incorporated by reference in this provision.
    (c) Certification. The offeror, by signing its offer, hereby 
certifies to the best of its knowledge and belief that no Federal 
appropriated funds have been paid or will be paid to any person for 
influencing or attempting to influence an officer or employee of any 
agency, a Member of Congress, an officer or employee of Congress, or an 
employee of a Member of Congress on its behalf in connection with the 
awarding of this contract.
    (d) Disclosure. If any registrants under the Lobbying Disclosure Act 
of 1995 have made a lobbying contact on behalf of the offeror with 
respect to this contract, the offeror shall complete and submit, with 
its offer, OMB Standard Form LLL, Disclosure of Lobbying Activities, to 
provide the name of the registrants. The offeror need not report 
regularly employed officers or employees of the offeror to whom payments 
of reasonable compensation were made.
    (e) Penalty. Submission of this certification and disclosure is a 
prerequisite for making or entering into this contract imposed by 31 
U.S.C. 1352. Any person who makes an expenditure prohibited under this 
provision or who fails to file or amend the disclosure required to be 
filed or amended by this provision, shall be subject to a civil penalty 
of not less than $10,000, and not more than $100,000, for each such 
failure.

                           (End of provision)

[72 FR 46330, Aug. 17, 2007]



52.203-12  Limitation on Payments to Influence Certain Federal Transactions.

    As prescribed in 3.808(b), insert the following clause:

 Limitation on Payments To influence Certain Federal Transactions (SEP 
                                  2007)

    (a) Definitions. As used in this clause--
    Agency means executive agency as defined in Federal Acquisition 
Regulation (FAR) 2.101.
    Covered Federal action means any of the following actions:
    (1) Awarding any Federal contract.
    (2) Making any Federal grant.
    (3) Making any Federal loan.
    (4) Entering into any cooperative agreement.
    (5) Extending, continuing, renewing, amending, or modifying any 
Federal contract, grant, loan, or cooperative agreement.
    Indian tribe and tribal organization have the meaning provided in 
section 4 of the Indian Self-Determination and Education Assistance Act 
(25 U.S.C. 450b) and include Alaskan Natives.
    Influencing or attempting to influence means making, with the intent 
to influence, any communication to or appearance before an

[[Page 22]]

officer or employee of any agency, a Member of Congress, an officer or 
employee of Congress, or an employee of a Member of Congress in 
connection with any covered Federal action.
    Local government means a unit of government in a State and, if 
chartered, established, or otherwise recognized by a State for the 
performance of a governmental duty, including a local public authority, 
a special district, an intrastate district, a council of governments, a 
sponsor group representative organization, and any other instrumentality 
of a local government.
    Officer or employee of an agency includes the following individuals 
who are employed by an agency:
    (1) An individual who is appointed to a position in the Government 
under Title 5, United States Code, including a position under a 
temporary appointment.
    (2) A member of the uniformed services, as defined in subsection 
101(3), Title 37, United States Code.
    (3) A special Government employee, as defined in section 202, Title 
18, United States Code.
    (4) An individual who is a member of a Federal advisory committee, 
as defined by the Federal Advisory Committee Act, Title 5, United States 
Code, appendix 2.
    Person means an individual, corporation, company, association, 
authority, firm, partnership, society, State, and local government, 
regardless of whether such entity is operated for profit, or not for 
profit. This term excludes an Indian tribe, tribal organization, or any 
other Indian organization eligible to receive Federal contracts, grants, 
cooperative agreements, or loans from an agency, but only with respect 
to expenditures by such tribe or organization that are made for purposes 
specified in paragraph (b) of this clause and are permitted by other 
Federal law.
    Reasonable compensation means, with respect to a regularly employed 
officer or employee of any person, compensation that is consistent with 
the normal compensation for such officer or employee for work that is 
not furnished to, not funded by, or not furnished in cooperation with 
the Federal Government.
    Reasonable payment means, with respect to professional and other 
technical services, a payment in an amount that is consistent with the 
amount normally paid for such services in the private sector.
    Recipient includes the Contractor and all subcontractors. This term 
excludes an Indian tribe, tribal organization, or any other Indian 
organization eligible to receive Federal contracts, grants, cooperative 
agreements, or loans from an agency, but only with respect to 
expenditures by such tribe or organization that are made for purposes 
specified in paragraph (b) of this clause and are permitted by other 
Federal law.
    Regularly employed means, with respect to an officer or employee of 
a person requesting or receiving a Federal contract, an officer or 
employee who is employed by such person for at least 130 working days 
within 1 year immediately preceding the date of the submission that 
initiates agency consideration of such person for receipt of such 
contract. An officer or employee who is employed by such person for less 
than 130 working days within 1 year immediately preceding the date of 
the submission that initiates agency consideration of such person shall 
be considered to be regularly employed as soon as he or she is employed 
by such person for 130 working days.
    State means a State of the United States, the District of Columbia, 
or an outlying area of the United States, an agency or instrumentality 
of a State, and multi-State, regional, or interstate entity having 
governmental duties and powers.
    (b) Prohibition. 31 U.S.C. 1352 prohibits a recipient of a Federal 
contract, grant, loan, or cooperative agreement from using appropriated 
funds to pay any person for influencing or attempting to influence an 
officer or employee of any agency, a Member of Congress, an officer or 
employee of Congress, or an employee of a Member of Congress in 
connection with any covered Federal actions. In accordance with 31 
U.S.C. 1352, the Contractor shall not use appropriated funds to pay any 
person for influencing or attempting to influence an officer or employee 
of any agency, a Member of Congress, an officer or employee of Congress, 
or an employee of a Member of Congress in connection with the award of 
this contractor the extension, continuation, renewal, amendment, or 
modification of this contract.
    (1) The term appropriated funds does not include profit or fee from 
a covered Federal action.
    (2) To the extent the Contractor can demonstrate that the Contractor 
has sufficient monies, other than Federal appropriated funds, the 
Government will assume that these other monies were spent for any 
influencing activities that would be unallowable if paid for with 
Federal appropriated funds.
    (c) Exceptions. The prohibition in paragraph (b) of this clause does 
not apply under the following conditions:
    (1) Agency and legislative liaison by Contractor employees. (i) 
Payment of reasonable compensation made to an officer or employee of the 
Contractor if the payment is for agency and legislative liaison 
activities not directly related to this contract. For purposes of this 
paragraph, providing any information specifically requested by an agency 
or Congress is permitted at any time.
    (ii) Participating with an agency in discussions that are not 
related to a specific solicitation for any covered Federal action, but 
that concern--

[[Page 23]]

    (A) The qualities and characteristics (including individual 
demonstrations) of the person's products or services, conditions or 
terms of sale, and service capabilities; or
    (B) The application or adaptation of the person's products or 
services for an agency's use.
    (iii) Providing prior to formal solicitation of any covered Federal 
action any information not specifically requested but necessary for an 
agency to make an informed decision about initiation of a covered 
Federal action;
    (iv) Participating in technical discussions regarding the 
preparation of an unsolicited proposal prior to its official submission; 
and
    (v) Making capability presentations prior to formal solicitation of 
any covered Federal action by persons seeking awards from an agency 
pursuant to the provisions of the Small Business Act, as amended by 
Pub.L. 95-507, and subsequent amendments.
    (2) Professional and technical services. (i) A payment of reasonable 
compensation made to an officer or employee of a person requesting or 
receiving a covered Federal action or an extension, continuation, 
renewal, amendment, or modification of a covered Federal action, if 
payment is for professional or technical services rendered directly in 
the preparation, submission, or negotiation of any bid, proposal, or 
application for that Federal action or for meeting requirements imposed 
by or pursuant to law as a condition for receiving that Federal action.
    (ii) Any reasonable payment to a person, other than an officer or 
employee of a person requesting or receiving a covered Federal action or 
an extension, continuation, renewal, amendment, or modification of a 
covered Federal action if the payment is for professional or technical 
services rendered directly in the preparation, submission, or 
negotiation of any bid, proposal, or application for that Federal action 
or for meeting requirements imposed by or pursuant to law as a condition 
for receiving that Federal action. Persons other than officers or 
employees of a person requesting or receiving a covered Federal action 
include consultants and trade associations.
    (iii) As used in paragraph (c)(2) of this clause, ``professional and 
technical services'' are limited to advice and analysis directly 
applying any professional or technical discipline (for examples, see FAR 
3.803(a)(2)(iii)).
    (iv) Requirements imposed by or pursuant to law as a condition for 
receiving a covered Federal award include those required by law or 
regulation and any other requirements in the actual award documents.
    (3) Only those communications and services expressly authorized by 
paragraphs (c)(1) and (2) of this clause are permitted.
    (d) Disclosure. (1) If the Contractor did not submit OMB Standard 
Form LLL, Disclosure of Lobbying Activities, with its offer, but 
registrants under the Lobbying Disclosure Act of 1995 have subsequently 
made a lobbying contact on behalf of the Contractor with respect to this 
contract, the Contractor shall complete and submit OMB Standard Form LLL 
to provide the name of the lobbying registrants, including the 
individuals performing the services.
    (2) If the Contractor did submit OMB Standard Form LLL disclosure 
pursuant to paragraph (d) of the provision at FAR 52.203-11, 
Certification and Disclosure Regarding Payments to Influence Certain 
Federal Transactions, and a change occurs that affects Block 10 of the 
OMB Standard Form LLL (name and address of lobbying registrant or 
individuals performing services), the Contractor shall, at the end of 
the calendar quarter in which the change occurs, submit to the 
Contracting Officer within 30 days an updated disclosure using OMB 
Standard Form LLL.
    (e) Penalties. (1) Any person who makes an expenditure prohibited 
under paragraph (b) of this clause or who fails to file or amend the 
disclosure to be filed or amended by paragraph (d) of this clause shall 
be subject to civil penalties as provided for by 31 U.S.C.1352. An 
imposition of a civil penalty does not prevent the Government from 
seeking any other remedy that may be applicable.
    (2) Contractors may rely without liability on the representation 
made by their subcontractors in the certification and disclosure form.
    (f) Cost allowability. Nothing in this clause makes allowable or 
reasonable any costs which would otherwise be unallowable or 
unreasonable. Conversely, costs made specifically unallowable by the 
requirements in this clause will not be made allowable under any other 
provision.
    (g) Subcontracts. (1) The Contractor shall obtain a declaration, 
including the certification and disclosure in paragraphs (c) and (d) of 
the provision at FAR 52.203-11, Certification and Disclosure Regarding 
Payments to Influence Certain Federal Transactions, from each person 
requesting or receiving a subcontract exceeding $100,000 under this 
contract. The Contractor or subcontractor that awards the subcontract 
shall retain the declaration.
    (2) A copy of each subcontractor disclosure form (but not 
certifications) shall be forwarded from tier to tier until received by 
the prime Contractor. The prime Contractor shall, at the end of the 
calendar quarter in which the disclosure form is submitted by the 
subcontractor, submit to the Contracting Officer within 30 days a copy 
of all disclosures. Each subcontractor certification shall be retained 
in the subcontract file of the awarding Contractor.

[[Page 24]]

    (3) The Contractor shall include the substance of this clause, 
including this paragraph (g), in any subcontract exceeding $100,000.

                             (End of clause)

[72 FR 46331, Aug. 17, 2007]



52.203-13  Contractor Code of Business Ethics and Conduct.

    As prescribed in 3.1004(a), insert the following clause:

        Contractor Code of Business Ethics and Conduct (DEC 2008)

    (a) Definitions. As used in this clause--
    Agent means any individual, including a director, an officer, an 
employee, or an independent Contractor, authorized to act on behalf of 
the organization.
    Full cooperation--(1) Means disclosure to the Government of the 
information sufficient for law enforcement to identify the nature and 
extent of the offense and the individuals responsible for the conduct. 
It includes providing timely and complete response to Government 
auditors' and investigators' request for documents and access to 
employees with information;
    (2) Does not foreclose any Contractor rights arising in law, the 
FAR, or the terms of the contract. It does not require--
    (i) A Contractor to waive its attorney-client privilege or the 
protections afforded by the attorney work product doctrine; or
    (ii) Any officer, director, owner, or employee of the Contractor, 
including a sole proprietor, to waive his or her attorney client 
privilege or Fifth Amendment rights; and
    (3) Does not restrict a Contractor from--
    (i) Conducting an internal investigation; or
    (ii) Defending a proceeding or dispute arising under the contract or 
related to a potential or disclosed violation.
    Principal means an officer, director, owner, partner, or a person 
having primary management or supervisory responsibilities within a 
business entity (e.g., general manager; plant manager; head of a 
subsidiary, division, or business segment; and similar positions).
    Subcontract means any contract entered into by a subcontractor to 
furnish supplies or services for performance of a prime contract or a 
subcontract.
    Subcontractor means any supplier, distributor, vendor, or firm that 
furnished supplies or services to or for a prime contractor or another 
subcontractor.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    (b) Code of business ethics and conduct. (1) Within 30 days after 
contract award, unless the Contracting Officer establishes a longer time 
period, the Contractor shall--
    (i) Have a written code of business ethics and conduct;
    (ii) Make a copy of the code available to each employee engaged in 
performance of the contract.
    (2) The Contractor shall--
    (i) Exercise due diligence to prevent and detect criminal conduct; 
and
    (ii) Otherwise promote an organizational culture that encourages 
ethical conduct and a commitment to compliance with the law.
    (3)(i) The Contractor shall timely disclose, in writing, to the 
agency Office of the Inspector General (OIG), with a copy to the 
Contracting Officer, whenever, in connection with the award, 
performance, or closeout of this contract or any subcontract thereunder, 
the Contractor has credible evidence that a principal, employee, agent, 
or subcontractor of the Contractor has committed--
    (A) A violation of Federal criminal law involving fraud, conflict of 
interest, bribery, or gratuity violations found in Title 18 of the 
United States Code; or
    (B) A violation of the civil False Claims Act (31 U.S.C. 3729-3733).
    (ii) The Government, to the extent permitted by law and regulation, 
will safeguard and treat information obtained pursuant to the 
Contractor's disclosure as confidential where the information has been 
marked ``confidential'' or ``proprietary'' by the company. To the extent 
permitted by law and regulation, such information will not be released 
by the Government to the public pursuant to a Freedom of Information Act 
request, 5 U.S.C. Section 552, without prior notification to the 
Contractor. The Government may transfer documents provided by the 
Contractor to any department or agency within the Executive Branch if 
the information relates to matters within the organization's 
jurisdiction.
    (iii) If the violation relates to an order against a Governmentwide 
acquisition contract, a multi-agency contract, a multiple-award schedule 
contract such as the Federal Supply Schedule, or any other procurement 
instrument intended for use by multiple agencies, the Contractor shall 
notify the OIG of the ordering agency and the IG of the agency 
responsible for the basic contract.
    (c) Business ethics awareness and compliance program and internal 
control system. This paragraph (c) does not apply if the Contractor has 
represented itself as a small business concern pursuant to the award of 
this contract or if this contract is for the acquisition of a commercial 
item as defined at FAR 2.101. The Contractor shall establish the 
following within 90 days after contract award, unless the Contracting 
Officer establishes a longer time period:
    (1) An ongoing business ethics awareness and compliance program.
    (i) This program shall include reasonable steps to communicate 
periodically and in a

[[Page 25]]

practical manner the Contractor's standards and procedures and other 
aspects of the Contractor's business ethics awareness and compliance 
program and internal control system, by conducting effective training 
programs and otherwise disseminating information appropriate to an 
individual's respective roles and responsibilities.
    (ii) The training conducted under this program shall be provided to 
the Contractor's principals and employees, and as appropriate, the 
Contractor's agents and subcontractors.
    (2) An internal control system.
    (i) The Contractor's internal control system shall--
    (A) Establish standards and procedures to facilitate timely 
discovery of improper conduct in connection with Government contracts; 
and
    (B) Ensure corrective measures are promptly instituted and carried 
out.
    (ii) At a minimum, the Contractor's internal control system shall 
provide for the following:
    (A) Assignment of responsibility at a sufficiently high level and 
adequate resources to ensure effectiveness of the business ethics 
awareness and compliance program and internal control system.
    (B) Reasonable efforts not to include an individual as a principal, 
whom due diligence would have exposed as having engaged in conduct that 
is in conflict with the Contractor's code of business ethics and 
conduct.
    (C) Periodic reviews of company business practices, procedures, 
policies, and internal controls for compliance with the Contractor's 
code of business ethics and conduct and the special requirements of 
Government contracting, including--
    (1) Monitoring and auditing to detect criminal conduct;
    (2) Periodic evaluation of the effectiveness of the business ethics 
awareness and compliance program and internal control system, especially 
if criminal conduct has been detected; and
    (3) Periodic assessment of the risk of criminal conduct, with 
appropriate steps to design, implement, or modify the business ethics 
awareness and compliance program and the internal control system as 
necessary to reduce the risk of criminal conduct identified through this 
process.
    (D) An internal reporting mechanism, such as a hotline, which allows 
for anonymity or confidentiality, by which employees may report 
suspected instances of improper conduct, and instructions that encourage 
employees to make such reports.
    (E) Disciplinary action for improper conduct or for failing to take 
reasonable steps to prevent or detect improper conduct.
    (F) Timely disclosure, in writing, to the agency OIG, with a copy to 
the Contracting Officer, whenever, in connection with the award, 
performance, or closeout of any Government contract performed by the 
Contractor or a subcontractor thereunder, the Contractor has credible 
evidence that a principal, employee, agent, or subcontractor of the 
Contractor has committed a violation of Federal criminal law involving 
fraud, conflict of interest, bribery, or gratuity violations found in 
Title 18 U.S.C. or a violation of the civil False Claims Act (31 U.S.C. 
3729-3733).
    (1) If a violation relates to more than one Government contract, the 
Contractor may make the disclosure to the agency OIG and Contracting 
Officer responsible for the largest dollar value contract impacted by 
the violation.
    (2) If the violation relates to an order against a Governmentwide 
acquisition contract, a multi-agency contract, a multiple-award schedule 
contract such as the Federal Supply Schedule, or any other procurement 
instrument intended for use by multiple agencies, the contractor shall 
notify the OIG of the ordering agency and the IG of the agency 
responsible for the basic contract, and the respective agencies' 
contracting officers.
    (3) The disclosure requirement for an individual contract continues 
until at least 3 years after final payment on the contract.
    (4) The Government will safeguard such disclosures in accordance 
with paragraph (b)(3)(ii) of this clause.
    (G) Full cooperation with any Government agencies responsible for 
audits, investigations, or corrective actions.
    (d) Subcontracts. (1) The Contractor shall include the substance of 
this clause, including this paragraph (d), in subcontracts that have a 
value in excess of $5,000,000 and a performance period of more than 120 
days.
    (2) In altering this clause to identify the appropriate parties, all 
disclosures of violation of the civil False Claims Act or of Federal 
criminal law shall be directed to the agency Office of the Inspector 
General, with a copy to the Contracting Officer.

                             (End of clause)

[72 FR 65882, Nov. 23, 2007, as amended at 73 FR 67091, Nov. 12, 2008]



52.203-14  Display of Hotline Poster(s).

    As prescribed in 3.1004(b), insert the following clause:

                 Display of Hotline Poster(s) (DEC 2007)

    (a) Definition.
    United States, as used in this clause, means the 50 States, the 
District of Columbia, and outlying areas.
    (b) Display of fraud hotline poster(s). Except as provided in 
paragraph (c)--

[[Page 26]]

    (1) During contract performance in the United States, the Contractor 
shall prominently display in common work areas within business segments 
performing work under this contract and at contract work sites--
    (i) Any agency fraud hotline poster or Department of Homeland 
Security (DHS) fraud hotline poster identified in paragraph (b)(3) of 
this clause; and
    (ii) Any DHS fraud hotline poster subsequently identified by the 
Contracting Officer.
    (2) Additionally, if the Contractor maintains a company website as a 
method of providing information to employees, the Contractor shall 
display an electronic version of the poster(s) at the website.
    (3) Any required posters may be obtained as follows:
    Poster(s) Obtain from
    ------------------ ------------------
    ------------------ ------------------
    (Contracting Officer shall insert--(i) Appropriate agency name(s) 
and/or title of applicable Department of Homeland Security fraud hotline 
poster); and
    (ii) The website(s) or other contact information for obtaining the 
poster(s).)
    (c) If the Contractor has implemented a business ethics and conduct 
awareness program, including a reporting mechanism, such as a hotline 
poster, then the Contractor need not display any agency fraud hotline 
posters as required in paragraph (b) of this clause, other than any 
required DHS posters.
    (d) Subcontracts. The Contractor shall include the substance of this 
clause, including this paragraph (d), in all subcontracts that exceed 
$5,000,000, except when the subcontract--
    (1) Is for the acquisition of a commercial item; or
    (2) Is performed entirely outside the United States.

                             (End of clause)

[72 FR 65882, Nov. 23, 2007]



52.203-15  Whistleblower Protections Under the American Recovery and 

Reinvestment Act of 2009

    As prescribed in 3.907-7, use the following clause:

 Whistleblower Protections Under the American Recovery and Reinvestment 
                         Act of 2009 (MAR 2009)

    (a) The Contractor shall post notice of employees rights and 
remedies for whistleblower protections provided under section 1553 of 
the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5).
    (b) The Contractor shall include the substance of this clause 
including this paragraph (b) in all subcontracts.

                             (End of clause)

[74 FR 14636, Mar. 31, 2009]



52.204-1  Approval of Contract.

    As prescribed in 4.103, insert the following clause:

                     Approval of Contract (DEC 1989)

    This contract is subject to the written approval of . . . . . 
[identify title of designated agency official here] and shall not be 
binding until so approved.

                             (End of clause)

[54 FR 5058, Jan. 31, 1989, as amended at 54 FR 48990, Nov. 28, 1989]



52.204-2  Security Requirements.

    As prescribed in 4.404(a), insert the following clauses:

                    Security Requirements (AUG 1996)

    (a) This clause applies to the extent that this contract involves 
access to information classified Confidential, Secret, or Top Secret.
    (b) The Contractor shall comply with (1) the Security Agreement (DD 
Form 441), including the National Industrial Security Program Operating 
Manual (DOD 5220.22-M), and (2) any revisions to that manual, notice of 
which has been furnished to the Contractor.
    (c) If, subsequent to the date of this contract, the security 
classification or security requirements under this contract are changed 
by the Government and if the changes cause an increase or decrease in 
security costs or otherwise affect any other term or condition of this 
contract, the contract shall be subject to an equitable adjustment as if 
the changes were directed under the Changes clause of this contract.
    (d) The Contractor agrees to insert terms that conform substantially 
to the language of this clause, including this paragraph (d) but 
excluding any reference to the Changes clause of this contract, in all 
subcontracts under this contract that involve access to classified 
information.

                             (End of clause)

    Alternate I (APR 1984). If a cost contract for research and 
development with an educational institution is contemplated, add the 
following paragraphs (e), (f), and (g) to the basic clause:

    (e) If a change in security requirements, as provided in paragraphs 
(b) and (c), results (1) in a change in the security classification of 
this contract or any of its elements from an

[[Page 27]]

unclassified status or a lower classification to a higher 
classification, or (2) in more restrictive area controls than previously 
required, the Contractor shall exert every reasonable effort compatible 
with the Contractor's established policies to continue the performance 
of work under the contract in compliance with the change in security 
classification or requirements. If, despite reasonable efforts, the 
Contractor determines that the continuation of work under this contract 
is not practicable because of the change in security classification or 
requirements, the Contractor shall notify the Contracting Officer in 
writing. Until resolution of the problem is made by the Contracting 
Officer, the Contractor shall continue safeguarding all classified 
material as required by this contract.
    (f) After receiving the written notification, the Contracting 
Officer shall explore the circumstances surrounding the proposed change 
in security classification or requirements, and shall endeavor to work 
out a mutually satisfactory method whereby the Contractor can continue 
performance of the work under this contract.
    (g) If, 15 days after receipt by the Contracting Officer of the 
notification of the Contractor's stated inability to proceed, (1) the 
application to this contract of the change in security classification or 
requirements has not been withdrawn or (2) a mutually satisfactory 
method for continuing performance of work under this contract has not 
been agreed upon, the Contractor may request the Contracting Officer to 
terminate the contract in whole or in part. The Contracting Officer 
shall terminate the contract in whole or in part, as may be appropriate, 
and the termination shall be deemed a termination under the terms of the 
Termination for the Convenience of the Government clause.

    Alternate II (APR 1984). If employee identification is required for 
security or other reasons in a construction contract or architect-
engineer contract, add the following paragraph (e) to the basic clause:

    (e) The Contractor shall be responsible for furnishing to each 
employee and for requiring each employee engaged on the work to display 
such identification as may be approved and directed by the Contracting 
Officer. All prescribed identification shall immediately be delivered to 
the Contracting Officer, for cancellation upon the release of any 
employee. When required by the Contracting Officer, the Contractor shall 
obtain and submit fingerprints of all persons employed or to be employed 
on the project.

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 31617, June 20, 1996]



52.204-3  Taxpayer identification.

    As prescribed in 4.905, insert the following provision:

                   Taxpayer Identification (OCT 1998)

    (a) Definitions.
    Common parent, as used in this provision, means that corporate 
entity that owns or controls an affiliated group of corporations that 
files its Federal income tax returns on a consolidated basis, and of 
which the offeror is a member.
    Taxpayer Identification Number (TIN), as used in this provision, 
means the number required by the Internal Revenue Service (IRS) to be 
used by the offeror in reporting income tax and other returns. The TIN 
may be either a Social Security Number or an Employer Identification 
Number.
    (b) All offerors must submit the information required in paragraphs 
(d) through (f) of this provision to comply with debt collection 
requirements of 31 U.S.C. 7701(c) and 3325(d), reporting requirements of 
26 U.S.C. 6041, 6041A, and 6050M, and implementing regulations issued by 
the IRS. If the resulting contract is subject to the payment reporting 
requirements described in Federal Acquisition Regulation (FAR) 4.904, 
the failure or refusal by the offeror to furnish the information may 
result in a 31 percent reduction of payments otherwise due under the 
contract.
    (c) The TIN may be used by the Government to collect and report on 
any delinquent amounts arising out of the offeror's relationship with 
the Government (31 U.S.C. 7701(c)(3)). If the resulting contract is 
subject to the payment reporting requirements described in FAR 4.904, 
the TIN provided hereunder may be matched with IRS records to verify the 
accuracy of the offeror's TIN.
    (d) Taxpayer Identification Number (TIN).
[squ] TIN:______________________________________________________________
    [squ] TIN has been applied for.
    [squ] TIN is not required because:
    [squ] Offeror is a nonresident alien, foreign corporation, or 
foreign partnership that does not have income effectively connected with 
the conduct of a trade or business in the United States and does not 
have an office or place of business or a fiscal paying agent in the 
United States;
    [squ] Offeror is an agency or instrumentality of a foreign 
government;
    [squ] Offeror is an agency or instrumentality of the Federal 
Government.
    (e) Type of organization.
    [squ] Sole proprietorship;
    [squ] Partnership;
    [squ] Corporate entity (not tax-exempt);
    [squ] Corporate entity (tax-exempt);
    [squ] Government entity (Federal, State, or local);
    [squ] Foreign government;
    [squ] International organization per 26 CFR 1.6049-4;


[[Page 28]]


[squ] Other_____________________________________________________________
    (f) Common parent.
    [squ] Offeror is not owned or controlled by a common parent as 
defined in paragraph (a) of this provision.
    [squ] Name and TIN of common parent:

Name____________________________________________________________________

TIN_____________________________________________________________________

                           (End of provision)

[63 FR 58589, Oct. 30, 1998]



52.204-4  Printed or Copied Double-Sided on Recycled Paper.

    As prescribed in 4.303, insert the following clause:

       Printed or Copied Double-Sided on Recycled Paper (AUG 2000)

    (a) Definitions. As used in this clause--
    Postconsumer material means a material or finished product that has 
served its intended use and has been discarded for disposal or recovery, 
having completed its life as a consumer item. Postconsumer material is a 
part of the broader category of ``recovered material.'' For paper and 
paper products, postconsumer material means ``postconsumer fiber'' 
defined by the U.S. Environmental Protection Agency (EPA) as--
    (1) Paper, paperboard, and fibrous materials from retail stores, 
office buildings, homes, and so forth, after they have passed through 
their end-usage as a consumer item, including: used corrugated boxes; 
old newspapers; old magazines; mixed waste paper; tabulating cards; and 
used cordage; or
    (2) All paper, paperboard, and fibrous materials that enter and are 
collected from municipal solid waste; but not
    (3) Fiber derived from printers' over-runs, converters' scrap, and 
over-issue publications.
    Printed or copied double-sided means printing or reproducing a 
document so that information is on both sides of a sheet of paper.
    Recovered material, for paper and paper products, is defined by EPA 
in its Comprehensive Procurement Guideline as ``recovered fiber'' and 
means the following materials:
    (1) Postconsumer fiber; and
    (2) Manufacturing wastes such as--
    (i) Dry paper and paperboard waste generated after completion of the 
papermaking process (that is, those manufacturing operations up to and 
including the cutting and trimming of the paper machine reel into 
smaller rolls or rough sheets) including: envelope cuttings, bindery 
trimmings, and other paper and paperboard waste resulting from printing, 
cutting, forming, and other converting operations; bag, box, and carton 
manufacturing wastes; and butt rolls, mill wrappers, and rejected unused 
stock; and
    (ii) Repulped finished paper and paperboard from obsolete 
inventories of paper and paperboard manufacturers, merchants, 
wholesalers, dealers, printers, converters, or others.
    (b) In accordance with Section 101 of Executive Order 13101 of 
September 14, 1998, Greening the Government through Waste Prevention, 
Recycling, and Federal Acquisition, the Contractor is encouraged to 
submit paper documents, such as offers, letters, or reports, that are 
printed or copied double-sided on recycled paper that meet minimum 
content standards specified in Section 505 of Executive Order 13101, 
when not using electronic commerce methods to submit information or data 
to the Government.
    (c) If the Contractor cannot purchase high-speed copier paper, 
offset paper, forms bond, computer printout paper, carbonless paper, 
file folders, white wove envelopes, writing and office paper, book 
paper, cotton fiber paper, and cover stock meeting the 30 percent 
postconsumer material standard for use in submitting paper documents to 
the Government, it should use paper containing no less than 20 percent 
postconsumer material. This lesser standard should be used only when 
paper meeting the 30 percent postconsumer material standard is not 
obtainable at a reasonable price or does not meet reasonable performance 
standards.

                             (End of clause)

[65 FR 36020, June 6, 2000]



52.204-5  Women-Owned Business (Other Than Small Business).

    As prescribed in 4.607(b), insert the following provision:

       Women-Owned Business (Other Than Small Business) (MAY 1999)

    (a) Definition. Women-owned business concern, as used in this 
provision, means a concern that is at least 51 percent owned by one or 
more women; or in the case of any publicly owned business, at least 51 
percent of its stock is owned by one or more women; and whose management 
and daily business operations are controlled by one or more women.
    (b) Representation. [Complete only if the offeror is a women-owned 
business concern and has not represented itself as a small business 
concern in paragraph (b)(1) of FAR 52.219-1, Small Business Program 
Representations, of this solicitation.] The offeror represents that it 
[squ] is a women-owned business concern.

[[Page 29]]

                           (End of provision)

[64 FR 10533, Mar. 4, 1999; 64 FR 30103, June 4, 1999, as amended at 73 
FR 21778, Apr. 22, 2008]



52.204-6  Data Universal Numbering System (DUNS) Number.

    As prescribed in 4.607(a), insert the following provision:

        Data Universal Numbering System (DUNS) Number (APR 2008)

    (a) The offeror shall enter, in the block with its name and address 
on the cover page of its offer, the annotation ``DUNS'' or ``DUNS+4'' 
followed by the DUNS number or ``DUNS+4'' that identifies the offeror's 
name and address exactly as stated in the offer. The DUNS number is a 
nine-digit number assigned by Dun and Bradstreet, Inc. The DUNS+4 is the 
DUNS number plus a 4-character suffix that may be assigned at the 
discretion of the offeror to establish additional CCR records for 
identifying alternative Electronic Funds Transfer (EFT) accounts (see 
Subpart 32.11) for the same concern.
    (b) If the offeror does not have a DUNS number, it should contact 
Dun and Bradstreet directly to obtain one.
    (1) An offeror may obtain a DUNS number--
    (i) Via the Internet at http://fedgov.dnb.com/webform or if the 
offeror does not have internet access, it may call Dun and Bradstreet at 
1-866-705-5711 if located within the United States; or
    (ii) If located outside the United States, by contacting the local 
Dun and Bradstreet office. The offeror should indicate that it is an 
offeror for a U.S. Government contract when contacting the local Dun and 
Bradstreet office.
    (2) The offeror should be prepared to provide the following 
information:
    (i) Company legal business name.
    (ii) Tradestyle, doing business, or other name by which your entity 
is commonly recognized.
    (iii) Company physical street address, city, state and Zip Code.
    (iv) Company mailing address, city, state and Zip Code (if separate 
from physical).
    (v) Company telephone number.
    (vi) Date the company was started.
    (vii) Number of employees at your location.
    (viii) Chief executive officer/key manager.
    (ix) Line of business (industry).
    (x) Company Headquarters name and address (reporting relationship 
within your entity).

                           (End of provision)

[68 FR 56674, Oct. 1, 2003, as amended at 73 FR 21778, Apr. 22, 2008]



52.204-7  Central Contractor Registration.

    As prescribed in 4.1104, use the following clause:

               Central Contractor Registration (APR 2008)

    (a) Definitions. As used in this clause--
    Central Contractor Registration (CCR) database means the primary 
Government repository for Contractor information required for the 
conduct of business with the Government.
    Data Universal Numbering System (DUNS) number means the 9-digit 
number assigned by Dun and Bradstreet, Inc. (D&B) to identify unique 
business entities.
    Data Universal Numbering System +4 (DUNS+4) number means the DUNS 
number assigned by D&B plus a 4-character suffix that may be assigned by 
a business concern. (D&B has no affiliation with this 4-character 
suffix.) This 4-character suffix may be assigned at the discretion of 
the business concern to establish additional CCR records for identifying 
alternative Electronic Funds Transfer (EFT) accounts (see the FAR at 
Subpart 32.11) for the same concern.
    Registered in the CCR database means that--
    (1) The Contractor has entered all mandatory information, including 
the DUNS number or the DUNS+4 number, into the CCR database; and
    (2) The Government has validated all mandatory data fields, to 
include validation of the Taxpayer Identification Number (TIN) with the 
Internal Revenue Service (IRS), and has marked the record ``Active''. 
The Contractor will be required to provide consent for TIN validation to 
the Government as a part of the CCR registration process.
    (b)(1) By submission of an offer, the offeror acknowledges the 
requirement that a prospective awardee shall be registered in the CCR 
database prior to award, during performance, and through final payment 
of any contract, basic agreement, basic ordering agreement, or blanket 
purchasing agreement resulting from this solicitation.
    (2) The offeror shall enter, in the block with its name and address 
on the cover page of its offer, the annotation ``DUNS'' or ``DUNS +4'' 
followed by the DUNS or DUNS +4 number that identifies the offeror's 
name and address exactly as stated in the offer. The DUNS number will be 
used by the Contracting Officer to verify that the offeror is registered 
in the CCR database.
    (c) If the offeror does not have a DUNS number, it should contact 
Dun and Bradstreet directly to obtain one.

[[Page 30]]

    (1) An offeror may obtain a DUNS number--
    (i) Via the Internet at http://fedgov.dnb.comwebform or if the 
offeror does not have internet access, it may call Dun and Bradstreet at 
1-866-705-5711 if located within the United States; or
    (ii) If located outside the United States, by contacting the local 
Dun and Bradstreet office. The offeror should indicate that it is an 
offeror for a U.S. Government contract when contacting the local Dun and 
Bradstreet office.
    (2) The offeror should be prepared to provide the following 
information:
    (i) Company legal business.
    (ii) Tradestyle, doing business, or other name by which your entity 
is commonly recognized.
    (iii) Company Physical Street Address, City, State, and Zip Code.
    (iv) Company Mailing Address, City, State and Zip Code (if separate 
from physical).
    (v) Company Telephone Number.
    (vi) Date the company was started.
    (vii) Number of employees at your location.
    (viii) Chief executive officer/key manager.
    (ix) Line of business (industry).
    (x) Company Headquarters name and address (reporting relationship 
within your entity).
    (d) If the Offeror does not become registered in the CCR database in 
the time prescribed by the Contracting Officer, the Contracting Officer 
will proceed to award to the next otherwise successful registered 
Offeror.
    (e) Processing time, which normally takes 48 hours, should be taken 
into consideration when registering. Offerors who are not registered 
should consider applying for registration immediately upon receipt of 
this solicitation.
    (f) The Contractor is responsible for the accuracy and completeness 
of the data within the CCR database, and for any liability resulting 
from the Government's reliance on inaccurate or incomplete data. To 
remain registered in the CCR database after the initial registration, 
the Contractor is required to review and update on an annual basis from 
the date of initial registration or subsequent updates its information 
in the CCR database to ensure it is current, accurate and complete. 
Updating information in the CCR does not alter the terms and conditions 
of this contract and is not a substitute for a properly executed 
contractual document.
    (g)(1)(i) If a Contractor has legally changed its business name, 
``doing business as'' name, or division name (whichever is shown on the 
contract), or has transferred the assets used in performing the 
contract, but has not completed the necessary requirements regarding 
novation and change-of-name agreements in Subpart 42.12, the Contractor 
shall provide the responsible Contracting Officer a minimum of one 
business day's written notification of its intention to (A) change the 
name in the CCR database; (B) comply with the requirements of Subpart 
42.12 of the FAR; and (C) agree in writing to the timeline and 
procedures specified by the responsible Contracting Officer. The 
Contractor must provide with the notification sufficient documentation 
to support the legally changed name.
    (ii) If the Contractor fails to comply with the requirements of 
paragraph (g)(1)(i) of this clause, or fails to perform the agreement at 
paragraph (g)(1)(i)(C) of this clause, and, in the absence of a properly 
executed novation or change-of-name agreement, the CCR information that 
shows the Contractor to be other than the Contractor indicated in the 
contract will be considered to be incorrect information within the 
meaning of the ``Suspension of Payment'' paragraph of the electronic 
funds transfer (EFT) clause of this contract.
    (2) The Contractor shall not change the name or address for EFT 
payments or manual payments, as appropriate, in the CCR record to 
reflect an assignee for the purpose of assignment of claims (see FAR 
Subpart 32.8, Assignment of Claims). Assignees shall be separately 
registered in the CCR database. Information provided to the Contractor's 
CCR record that indicates payments, including those made by EFT, to an 
ultimate recipient other than that Contractor will be considered to be 
incorrect information within the meaning of the ``Suspension of 
payment'' paragraph of the EFT clause of this contract.
    (h) Offerors and Contractors may obtain information on registration 
and annual confirmation requirements via the internet at http://
www.ccr.gov or by calling 1-888-227-2423, or 269-961-5757.

[68 FR 56674, Oct. 1, 2003, as amended at 68 FR 69259, Dec. 11, 2003; 71 
FR 36925, June 28, 2006; 73 FR 21778, Apr. 22, 2008]



52.204-8  Annual Representations and Certifications.

    As prescribed in 4.1202, insert the following provision:

          Annual Representations and Certifications (FEB 2009)

    (a)(1) The North American Industry Classification System (NAICS) 
code for this acquisition is -------------- [insert NAICS code].
    (2) The small business size standard is -------------- [insert size 
standard].
    (3) The small business size standard for a concern which submits an 
offer in its own name, other than on a construction or service contract, 
but which proposes to furnish a product which it did not itself 
manufacture, is 500 employees.3

[[Page 31]]

    (b)(1) If the clause at 52.204-7, Central Contractor Registration, 
is included in this solicitation, paragraph (d) of this provision 
applies.
    (2) If the clause at 52.204-7 is not included in this solicitation, 
and the offeror is currently registered in CCR, and has completed the 
ORCA electronically, the offeror may choose to use paragraph (d) of this 
provision instead of completing the corresponding individual 
representations and certifications in the solicitation. The offeror 
shall indicate which option applies by checking one of the following 
boxes:
    [ ] (i) Paragraph (d) applies.
    [ ] (ii) Paragraph (d) does not apply and the offeror has completed 
the individual representations and certifications in the solicitation.
    (c)(1) The following representations or certifications in ORCA are 
applicable to this solicitation as indicated:
    (i) 52.203-2, Certificate of Independent Price Determination. This 
provision applies to solicitations when a firm-fixed-price contract or 
fixed-price contract with economic price adjustment is contemplated, 
unless--
    (A) The acquisition is to be made under the simplified acquisition 
procedures in Part 13;
    (B) The solicitation is a request for technical proposals under two-
step sealed bidding procedures; or
    (C) The solicitation is for utility services for which rates are set 
by law or regulation.
    (ii) 52.203-11, Certification and Disclosure Regarding Payments to 
Influence Certain Federal Transactions. This provision applies to 
solicitations expected to exceed $100,000.
    (iii) 52.204-3, Taxpayer Identification. This provision applies to 
solicitations that do not include the clause at 52.204-7, Central 
Contractor Registration.
    (iv) 52.204-5, Women-Owned Business (Other Than Small Business). 
This provision applies to solicitations that--
    (A) Are not set aside for small business concerns;
    (B) Exceed the simplified acquisition threshold; and
    (C) Are for contracts that will be performed in the United States or 
its outlying areas.
    (v) 52.209-5, Certification Regarding Responsibility Matters. This 
provision applies to solicitations where the contract value is expected 
to exceed the simplified acquisition threshold.
    (vi) 52.214-14, Place of Performance--Sealed Bidding. This provision 
applies to invitations for bids except those in which the place of 
performance is specified by the Government.
    (vii) 52.215-6, Place of Performance. This provision applies to 
solicitations unless the place of performance is specified by the 
Government.
    (viii) 52.219-1, Small Business Program Representations (Basic & 
Alternate I). This provision applies to solicitations when the contract 
will be performed in the United States or its outlying areas.
    (A) The basic provision applies when the solicitations are issued by 
other than DoD, NASA, and the Coast Guard.
    (B) The provision with its Alternate I applies to solicitations 
issued by DoD, NASA, or the Coast Guard.
    (ix) 52.219-2, Equal Low Bids. This provision applies to 
solicitations when contracting by sealed bidding and the contract will 
be performed in the United States or its outlying areas.
    (x) 52.222-22, Previous Contracts and Compliance Reports. This 
provision applies to solicitations that include the clause at 52.222-26, 
Equal Opportunity.
    (xi) 52.222-25, Affirmative Action Compliance. This provision 
applies to solicitations, other than those for construction, when the 
solicitation includes the clause at 52.222-26, Equal Opportunity.
    (xii) 52.222-38, Compliance with Veterans' Employment Reporting 
Requirements. This provision applies to solicitations when it is 
anticipated the contract award will exceed the simplified acquisition 
threshold and the contract is not for acquisition of commercial items.
    (xiii) 52.223-1, Biobased Product Certification. This provision 
applies to solicitations that require the delivery or specify the use of 
USDA-designated items; or include the clause at 52.223-2, Affirmative 
Procurement of Biobased Products Under Service and Construction 
Contracts.
    (xiv) 52.223-4, Recovered Material Certification. This provision 
applies to solicitations that are for, or specify the use of, EPA-
designated items.
    (xv) 52.225-2, Buy American Act Certificate. This provision applies 
to solicitations containing the clause at 52.225-1.
    (xvi) 52.225-4, Buy American Act--Free Trade Agreements--Israeli 
Trade Act Certificate. (Basic, Alternate I, and Alternate II) This 
provision applies to solicitations containing the clause at 52.225-3.
    (A) If the acquisition value is less than $25,000, the basic 
provision applies.
    (B) If the acquisition value is $25,000 or more but is less than 
$50,000, the provision with its Alternate I applies.
    (C) If the acquisition value is $50,000 or more but is less than 
$67,826, the provision with its Alternate II applies.
    (xvii) 52.225-6, Trade Agreements Certificate. This provision 
applies to solicitations containing the clause at 52.225-5.
    (xviii) 52.225-20, Prohibition on Conducting Restricted Business 
Operations in Sudan--Certification.
    (xix) 52.226-2, Historically Black College or University and 
Minority Institution Representation. This provision applies to--

[[Page 32]]

    (A) Solicitations for research, studies, supplies, or services of 
the type normally acquired from higher educational institutions; and
    (B) For DoD, NASA, and Coast Guard acquisitions, solicitations that 
contain the clause at 52.219-23, Notice of Price Evaluation Adjustment 
for Small Disadvantaged Business Concerns.
    (2) The following certifications are applicable as indicated by the 
Contracting Officer:
    [Contracting Officer check as appropriate.]
    ----(i) 52.219-19, Small Business Concern Representation for the 
Small Business Competitiveness Demonstration Program.
    ------(ii) 52.219-21, Small Business Size Representation for 
Targeted Industry Categories Under the Small Business Competitiveness 
Demonstration Program.
    ------(iii) 52.219-22, Small Disadvantaged Business Status.
    ------(A) Basic.
    ------(B) Alternate I.
    ------(iv) 52.222-18, Certification Regarding Knowledge of Child 
Labor for Listed End Products.
    ------(v) 52.222-48, Exemption from Application of the Service 
Contract Act to Contracts for Maintenance, Calibration, or Repair of 
Certain Equipment Certification.
    ------(vi) 52.222-52 Exemption from Application of the Service 
Contract Act to Contracts for Certain Services--Certification.
    ------(vii) 52.223-9, with its Alternate I, Estimate of Percentage 
of Recovered Material Content for EPA-Designated Products (Alternate I 
only).
    ------(viii) 52.223-13, Certification of Toxic Chemical Release 
Reporting.
    ------(ix) 52.227-6, Royalty Information.
    ------ (A) Basic.
    ------ (B) Alternate I.
    ------(x) 52.227-15, Representation of Limited Rights Data and 
Restricted Computer Software.
    (d) The offeror has completed the annual representations and 
certifications electronically via the Online Representations and 
Certifications Application (ORCA) website at http://orca.bpn.gov. After 
reviewing the ORCA database information, the offeror verifies by 
submission of the offer that the representations and certifications 
currently posted electronically that apply to this solicitation as 
indicated in paragraph (c) of this provision have been entered or 
updated within the last 12 months, are current, accurate, complete, and 
applicable to this solicitation (including the business size standard 
applicable to the NAICS code referenced for this solicitation), as of 
the date of this offer and are incorporated in this offer by reference 
(see FAR 4.1201); except for the changes identified below [offeror to 
insert changes, identifying change by clause number, title, date]. These 
amended representation(s) and/or certification(s) are also incorporated 
in this offer and are current, accurate, and complete as of the date of 
this offer.

------------------------------------------------------------------------
FAR Clause                  Title               Date           Change
------------------------------------------------------------------------
------             ----------             ------          ------
------------------------------------------------------------------------

    Any changes provided by the offeror are applicable to this 
solicitation only, and do not result in an update to the representations 
and certifications posted on ORCA.

                           (End of provision)

[69 FR 76346, Dec. 20, 2004, as amended at 71 FR 227, Jan. 3, 2006; 74 
FR 2730, Jan. 15, 2009]



52.204-9  Personal Identity Verification of Contractor Personnel.

    As prescribed in 4.1303, insert the following clause:

    Personal Identity Verification of Contractor Personnel (SEP 2007)

    (a) The Contractor shall comply with agency personal identity 
verification procedures identified in the contract that implement 
Homeland Security Presidential Directive-12 (HSPD-12), Office of 
Management and Budget (OMB) guidance M-05-24, and Federal Information 
Processing Standards Publication (FIPS PUB) Number 201.
    (b) The Contractor shall insert this clause in all subcontracts when 
the subcontractor is required to have routine physical access to a 
Federally-controlled facility and/or routine access to a Federally-
controlled information system.

                             (End of clause)

[71 FR 211, Jan. 3, 2006, as amended at 71 FR 67775, Nov. 22, 2006; 72 
FR 46335, Aug. 17, 2007]



52.204-10  Reporting Subcontract Awards.

    As prescribed in 4.1401(a), insert the following clause:

                 Reporting Subcontract Awards (SEP 2007)

    (a) Definition. Subcontract, as used in this clause, means any 
contract as defined in FAR Subpart 2.1 entered into by the Contractor to 
furnish supplies or services for performance of this contract. It 
includes, but is not limited to, purchase orders and changes and 
modifications to purchase orders, but does not include contracts that 
provide supplies or services benefiting two or more contracts.
    (b) Section 2(d) of the Federal Funding Accountability and 
Transparency Act of 2006 (Pub. L. No. 109-282) requires establishment of 
a pilot program for a single searchable

[[Page 33]]

website, available to the public at no charge that includes information 
on Federal subcontracts.
    (c) Within thirty days after the end of March, June, September, and 
December of each year through 2008, the Contractor shall report the 
following information at www.esrs.gov for each subcontract award with a 
value greater than $1 million made during that quarter. (The Contractor 
shall follow the instructions at www.esrs.gov to report the data.)
    (1) Name of the subcontractor.
    (2) Amount of the award.
    (3) Date of award.
    (4) The applicable North American Industry Classification System 
code.
    (5) Funding agency or agencies.
    (6) Award title descriptive of the purpose of the action.
    (7) Contract number.
    (8) Subcontractor location including address.
    (9) Subcontract primary performance location including address.
    (10) Unique identifier for the subcontractor.

                             (End of clause)

[72 FR 51310, Sept. 6, 2007]



52.204-11  American Recovery and Reinvestment Act--Reporting Requirements.

    As prescribed in 4.1502, insert the following clause:

  American Recovery and Reinvestment Act--Reporting Requirements (MAR 
                                  2009)

    (a) Definitions. As used in this clause--
    Contract, as defined in FAR 2.101, means a mutually binding legal 
relationship obligating the seller to furnish the supplies or services 
(including construction) and the buyer to pay for them. It includes all 
types of commitments that obligate the Government to an expenditure of 
appropriated funds and that, except as otherwise authorized, are in 
writing. In addition to bilateral instruments, contracts include (but 
are not limited to) awards and notices of awards; job orders or task 
letters issued under basic ordering agreements; letter contracts; 
orders, such as purchase orders, under which the contract becomes 
effective by written acceptance or performance; and bilateral contract 
modifications. Contracts do not include grants and cooperative 
agreements covered by 31 U.S.C. 6301, et seq. For discussion of various 
types of contracts, see FAR Part 16.
    First-tier subcontract means a subcontract awarded directly by a 
Federal Government prime contractor whose contract is funded by the 
Recovery Act.
    Jobs created means an estimate of those new positions created and 
filled, or previously existing unfilled positions that are filled, as a 
result of funding by the American Recovery and Reinvestment Act of 2009 
(Recovery Act). This definition covers only prime contractor positions 
established in the United States and outlying areas (see definition in 
FAR 2.101). The number shall be expressed as ``full-time equivalent'' 
(FTE), calculated cumulatively as all hours worked divided by the total 
number of hours in a full-time schedule, as defined by the contractor. 
For instance, two full-time employees and one part-time employee working 
half days would be reported as 2.5 FTE in each calendar quarter.
    Jobs retained means an estimate of those previously existing filled 
positions that are retained as a result of funding by the American 
Recovery and Reinvestment Act of 2009 (Recovery Act). This definition 
covers only prime contractor positions established in the United States 
and outlying areas (see definition in FAR 2.101). The number shall be 
expressed as ``full-time equivalent'' (FTE), calculated cumulatively as 
all hours worked divided by the total number of hours in a full-time 
schedule, as defined by the contractor. For instance, two full-time 
employees and one part-time employee working half days would be reported 
as 2.5 FTE in each calendar quarter.
    Total compensation means the cash and noncash dollar value earned by 
the executive during the contractor's past fiscal year of the following 
(for more information see 17 CFR 229.402(c)(2)):
    (1) Salary and bonus.
    (2) Awards of stock, stock options, and stock appreciation rights. 
Use the dollar amount recognized for financial statement reporting 
purposes with respect to the fiscal year in accordance with the 
Statement of Financial Accounting Standards No. 123 (Revised 2004) (FAS 
123R), Shared Based Payments.
    (3) Earnings for services under non-equity incentive plans. Does not 
include group life, health, hospitalization or medical reimbursement 
plans that do not discriminate in favor of executives, and are available 
generally to all salaried employees.
    (4) Change in pension value. This is the change in present value of 
defined benefit and actuarial pension plans.
    (5) Above-market earnings on deferred compensation which is not tax-
qualified.
    (6) Other compensation. For example, severance, termination 
payments, value of life insurance paid on behalf of the employee, 
perquisites or property if the value for the executive exceeds $10,000
    (b) This contract requires the contractor to provide products and/or 
services that are funded under the American Recovery and Reinvestment 
Act of 2009 (Recovery Act). Section 1512(c) of the Recovery Act requires

[[Page 34]]

each contractor to report on its use of Recovery Act funds under this 
contract. These reports will be made available to the public.
    (c) Reports from contractors for all work funded, in whole or in 
part, by the Recovery Act, and for which an invoice is submitted prior 
to June 30, 2009, are due no later than July 10, 2009. Thereafter, 
reports shall be submitted no later than the 10th day after the end of 
each calendar quarter.
    (d) The Contractor shall report the following information, using the 
online reporting tool available at http://www.FederalReporting.gov.
    (1) The Government contract and order number, as applicable.
    (2) The amount of Recovery Act funds invoiced by the contractor for 
the reporting period. A cumulative amount from all the reports submitted 
for this action will be maintained by the government's on-line reporting 
tool.
    (3) A list of all significant services performed or supplies 
delivered, including construction, for which the contractor invoiced in 
this calendar quarter.
    (4) Program or project title, if any.
    (5) A description of the overall purpose and expected outcomes or 
results of the contract, including significant deliverables and, if 
appropriate, associated units of measure.
    (6) An assessment of the contractor's progress towards the 
completion of the overall purpose and expected outcomes or results of 
the contract (i.e., not started, less than 50 percent completed, 
completed 50 percent or more, or fully completed). This covers the 
contract (or portion thereof) funded by the Recovery Act.
    (7) A narrative description of the employment impact of work funded 
by the Recovery Act. This narrative should be cumulative for each 
calendar quarter and only address the impact on the contractor's 
workforce. At a minimum, the contractor shall provide--
    (i) A brief description of the types of jobs created and jobs 
retained in the United States and outlying areas (see definition in FAR 
2.101). This description may rely on job titles, broader labor 
categories, or the contractor's existing practice for describing jobs as 
long as the terms used are widely understood and describe the general 
nature of the work; and
    (ii) An estimate of the number of jobs created and jobs retained by 
the prime contractor, in the United States and outlying areas. A job 
cannot be reported as both created and retained.
    (8) Names and total compensation of each of the five most highly 
compensated officers of the Contractor for the calendar year in which 
the contract is awarded if--
    (i) In the Contractor's preceding fiscal year, the Contractor 
received--
    (A) 80 percent or more of its annual gross revenues from Federal 
contracts (and subcontracts), loans, grants (and subgrants) and 
cooperative agreements; and
    (B) $25,000,000 or more in annual gross revenues from Federal 
contracts (and subcontracts), loans, grants (and subgrants) and 
cooperative agreements; and
    (ii) The public does not have access to information about the 
compensation of the senior executives through periodic reports filed 
under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 
U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 
1986.
    (9) For subcontracts valued at less than $25,000 or any subcontracts 
awarded to an individual, or subcontracts awarded to a subcontractor 
that in the previous tax year had gross income under $300,000, the 
Contractor shall only report the aggregate number of such first tier 
subcontracts awarded in the quarter and their aggregate total dollar 
amount.
    (10) For any first-tier subcontract funded in whole or in part under 
the Recovery Act, that is over $25,000 and not subject to reporting 
under paragraph 9, the contractor shall require the subcontractor to 
provide the information described in (i), (ix), (x), and (xi) below to 
the contractor for the purposes of the quarterly report. The contractor 
shall advise the subcontractor that the information will be made 
available to the public as required by section 1512 of the Recovery Act. 
The contractor shall provide detailed information on these first-tier 
subcontracts as follows:
    (i) Unique identifier (DUNS Number) for the subcontractor receiving 
the award and for the subcontractor's parent company, if the 
subcontractor has a parent company.
    (ii) Name of the subcontractor.
    (iii) Amount of the subcontract award.
    (iv) Date of the subcontract award.
    (v) The applicable North American Industry Classification System 
(NAICS) code.
    (vi) Funding agency.
    (vii) A description of the products or services (including 
construction) being provided under the subcontract, including the 
overall purpose and expected outcomes or results of the subcontract.
    (viii) Subcontract number (the contract number assigned by the prime 
contractor).
    (ix) Subcontractor's physical address including street address, 
city, state, and country. Also include the nine-digit zip code and 
congressional district if applicable.
    (x) Subcontract primary performance location including street 
address, city, state, and country. Also include the nine-digit zip code 
and congressional district if applicable.
    (xi) Names and total compensation of each of the subcontractor's 
five most highly compensated officers, for the calendar year in which 
the subcontract is awarded if--
    (A) In the subcontractor's preceding fiscal year, the subcontractor 
received--

[[Page 35]]

    (l) 80 percent or more of its annual gross revenues in Federal 
contracts (and subcontracts), loans, grants (and subgrants), and 
cooperative agreements; and
    (2) $25,000,000 or more in annual gross revenues from Federal 
contracts (and subcontracts), loans, grants (and subgrants), and 
cooperative agreements; and
    (B) The public does not have access to information about the 
compensation of the senior executives through periodic reports filed 
under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 
U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 
1986.

                             (End of clause)

[74 FR 14645, Mar. 31, 2009, as amended at 74 FR 22810, May 14, 2009]



52.205-52.206  [Reserved]



52.207-1  Notice of Standard Competition.

    As prescribed in 7.305(a), insert the following provision:

                Notice of Standard Competition (MAY 2006)

    (a) This solicitation is part of a standard competition under Office 
of Management and Budget Circular No. A-76 (Revised), Performance of 
Commercial Activities, dated May 29, 2003 (hereafter ``the Circular''), 
to determine whether to accomplish the specified work under contract or 
by Government performance.
    (b) The Government will evaluate private sector offers, the agency 
tender, and public reimbursable tenders, as provided in this 
solicitation and the Circular.
    (c) A performance decision resulting from this standard competition 
will be publicly announced in accordance with the Circular. If the 
performance decision favors a private sector offeror, a contract will be 
awarded. If the performance decision favors an agency or a public 
reimbursable tender, the Contracting Officer shall establish, 
respectively, either a Most Efficient Organization letter of obligation 
or a fee-for-service agreement, as those terms are defined in the 
Circular.
    (d) As provided in the Circular, directly interested parties may 
file contests, which are governed by the procedures in Federal 
Acquisition Regulation 33.103. Until resolution of any contest, or the 
expiration of the time for filing a contest, only legal agents for 
directly interested parties shall have access to the certified standard 
competition form, the agency tender, and public reimbursable tenders.

                           (End of provision)

[71 FR 20300, Apr. 19, 2006]



52.207-2  Notice of Streamlined Competition.

    As prescribed in 7.305(b), insert the following provision:

              Notice of Streamlined Competition (MAY 2006)

    (a) This solicitation is part of a streamlined competition under 
Office of Management and Budget Circular No. A-76 (Revised), Performance 
of Commercial Activities, dated May 29, 2003 (hereafter ``the 
Circular''), to determine whether to accomplish the specified work under 
contract or by Government performance.
    (b) The Government will evaluate the cost of private sector and 
Agency or public reimbursable performance, as provided in this 
solicitation and the Circular.
    (c) A performance decision resulting from this streamlined 
competition will be publicly announced in accordance with the Circular. 
If the performance decision favors private sector performance, the 
Contracting Officer shall either award a contract or issue a competitive 
solicitation for private sector offers. If the performance decision 
favors Agency or public reimbursable performance, the Agency shall 
establish, respectively, either a letter of obligation or a fee-for-
service agreement, as those terms are defined in the Circular.

                           (End of provision)

[71 FR 20300, Apr. 19, 2006]



52.207-3  Right of First Refusal of Employment.

    As prescribed in 7.305(c), insert the following clause:

             Right of First Refusal of Employment (MAY 2006)

    (a) The Contractor shall give Government personnel who have been or 
will be adversely affected or separated as a result of award of this 
contract the right of first refusal for employment openings under the 
contract in positions for which they are qualified, if that employment 
is consistent with post-Government employment conflict of interest 
standards.
    (b) Within 10 days after contract award, the Contracting Officer 
will provide to the Contractor a list of all Government personnel who 
have been or will be adversely affected or separated as a result of 
award of this contract.

[[Page 36]]

    (c) The Contractor shall report to the Contracting Officer the names 
of individuals identified on the list who are hired within 90 days after 
contract performance begins. This report shall be forwarded within 120 
days after contract performance begins.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 52 FR 9039, Mar. 20, 1987; 
56 FR 55372, Oct. 25, 1991; 71 FR 20300, Apr. 19, 2006]



52.207-4  Economic Purchase Quantity--Supplies.

    As prescribed in 7.203, insert the following provision:

             Economic Purchase Quantity--Supplies (AUG 1987)

    (a) Offerors are invited to state an opinion on whether the 
quantity(ies) of supplies on which bids, proposals or quotes are 
requested in this solicitation is (are) economically advantageous to the 
Government.
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
    (b) Each offeror who believes that acquisitions in different 
quantities would be more advantageous is invited to recommend an 
economic purchase quantity. If different quantities are recommended, a 
total and a unit price must be quoted for applicable items. An economic 
purchase quantity is that quantity at which a significant price break 
occurs. If there are significant price breaks at different quantity 
points, this information is desired as well.

                         Offeror Recommendations
------------------------------------------------------------------------
                                                       Price
                  Item                    Quantity   quotation    Total
------------------------------------------------------------------------
                                         .........  ...........  .......
                                         .........  ...........  .......
                                         .........  ...........  .......
------------------------------------------------------------------------

    (c) The information requested in this provision is being solicited 
to avoid acquisitions in disadvantageous quantities and to assist the 
Government in developing a data base for future acquisitions of these 
items. However, the Government reserves the right to amend or cancel the 
solicitation and resolicit with respect to any individual item in the 
event quotations received and the Government's requirements indicate 
that different quantities should be acquired.

                           (End of provision)

[50 FR 35479, Aug. 30, 1985, as amended at 52 FR 30078, Aug. 12, 1987]



52.207-5  Option To Purchase Equipment.

    As prescribed in 7.404, insert a clause substantially the same as 
the following:

                 Option To Purchase Equipment (FEB 1995)

    (a) The Government may purchase the equipment provided on a lease or 
rental basis under this contract. The Contracting Officer may exercise 
this option only by providing a unilateral modification to the 
Contractor. The effective date of the purchase will be specified in the 
unilateral modification and may be any time during the period of the 
contract, including any extensions thereto.
    (b) Except for final payment and transfer of title to the 
Government, the lease or rental portion of the contract becomes complete 
and lease or rental charges shall be discontinued on the day immediately 
preceding the effective date of purchase specified in the unilateral 
modification required in paragraph (a) of this clause.
    (c) The purchase conversion cost of the equipment shall be computed 
as of the effective date specified in the unilateral modification 
required in paragraph (a) of this clause, on the basis of the purchase 
price set forth in the contract, minus the total purchase option credits 
accumulated during the period of lease or rental, calculated by the 
formula contained elsewhere in this contract.
    (d) The accumulated purchase option credits available to determine 
the purchase conversion cost will also include any credits accrued 
during a period of lease or rental of the equipment under any previous 
Government contract if the equipment has been on continuous lease or 
rental. The movement of equipment from one site to another site shall be 
``continuous rental.''

                             (End of clause)

[59 FR 67026, Dec. 28, 1994]



52.208-1--52.208-3  [Reserved]



52.208-4  Vehicle Lease Payments.

    As prescribed in 8.1104(a), insert the following clause in 
solicitations and contracts for leasing motor vehicles, unless the motor 
vehicles are leased in foreign countries:

                    Vehicle Lease Payments (APR 1984)

    (a) Upon the submission of proper invoices or vouchers, the 
Government shall pay rent for each vehicle at the rate(s) specified in 
this contract.
    (b) Rent shall accrue from the beginning of this contract, or from 
the date each vehicle

[[Page 37]]

is delivered to the Government, whichever is later, and shall continue 
until the expiration of the contract term or the termination of this 
contract. However, rent shall accrue only for the period that each 
vehicle is in the possession of the Government.
    (c) Rent shall not accrue for any vehicle that the Contracting 
Officer determines does not comply with the Condition of Leased Vehicles 
clause of this contract or otherwise does not comply with the 
requirements of this contract, until the vehicle is replaced or the 
defects are corrected.
    (d) Rent shall not accrue for any vehicle during any period when the 
vehicle is unavailable or unusable as a result of the Contractor's 
failure to render services for the operation and maintenance of the 
vehicle as prescribed by this contract.
    (e) Rent stated in monthly terms shall be prorated on the basis of 
1/30th of the monthly rate for each day the vehicle is in the 
Government's possession. If this contract contains a mileage provision, 
the Government shall pay rent as provided in the Schedule.

                             (End of clause)



52.208-5  Condition of Leased Vehicles.

    As prescribed in 8.1104(b), insert the following clause in 
solicitations and contracts for leasing motor vehicles, unless the motor 
vehicles are leased in foreign countries:

                 Condition of Leased Vehicles (APR 1984)

    Each vehicle furnished under this contract shall be of good quality 
and in safe operating condition, and shall comply with the Federal Motor 
Vehicle Safety Standards (49 CFR 571) and State safety regulations 
applicable to the vehicle. The Government shall accept or reject the 
vehicles promptly after receipt. If the Contracting Officer determines 
that any vehicle furnished is not in compliance with this contract, the 
Contracting Officer shall promptly inform the Contractor in writing. If 
the Contractor fails to replace the vehicle or correct the defects as 
required by the Contracting Officer, the Government may (a) by contract 
or otherwise, correct the defect or arrange for the lease of a similar 
vehicle and shall charge or set off against the Contractor any excess 
costs occasioned thereby, or (b) terminate the contract under the 
Default clause of this contract.

                             (End of clause)



52.208-6  Marking of Leased Vehicles.

    As prescribed in 8.1104(c), insert the following clause in 
solicitations and contracts for leasing motor vehicles, unless the motor 
vehicles are leased in foreign countries:

                  Marking of Leased Vehicles (APR 1984)

    (a) The Government may place nonpermanent markings or decals, 
identifying the using agency, on each side, and on the front and rear 
bumpers, of any motor vehicle leased under this contract. The Government 
shall use markings or decals that are removable without damage to the 
vehicle.
    (b) The Contractor may use placards for temporary identification of 
vehicles except that the placards may not contain any references to the 
Contractor that may be construed as advertising or endorsement by the 
Government of the Contractor.

                             (End of clause)



52.208-7  Tagging of Leased Vehicles.

    As prescribed in 8.1104(d), insert a clause substantially as 
follows:

                  Tagging of Leased Vehicles (MAY 1986)

    While it is the intent that vehicles leased under this contract will 
operate on Federal tags, the Government reserves the right to utilize 
State tags if necessary to accomplish its mission. Should State tags be 
required, the Contractor shall furnish the Government documentation 
necessary to allow acquisition of such tags. Federal tags are the 
responsibility of the Government.

                             (End of clause)

[51 FR 19717, May 30, 1986]



52.208-8  Required Sources for Helium and Helium Usage Data.

    As prescribed in 8.505, insert the following clause:

      Required Sources for Helium and Helium Usage Data (APR 2002)

    (a) Definitions.
    Bureau of Land Management, as used in this clause, means the 
Department of the Interior, Bureau of Land Management, Amarillo Field 
Office, Helium Operations, located at 801 South Fillmore Street, Suite 
500, Amarillo, TX 79101-3545.
    Federal helium supplier means a private helium vendor that has an 
in-kind crude helium sales contract with the Bureau of Land Management 
(BLM) and that is on the BLM Amarillo Field Office's Authorized List of 
Federal Helium Suppliers available via the Internet at http://
www.nm.blm.gov/www/amfo/amfo--home.html.
    Major helium requirement means an estimated refined helium 
requirement greater than 200,000 standard cubic feet (scf) (measured at 
14.7 pounds per square inch absolute

[[Page 38]]

pressure and 70 degrees Fahrenheit temperature) of gaseous helium or 
7510 liters of liquid helium delivered to a helium use location per 
year.
    (b) Requirements--(1) Contractors must purchase major helium 
requirements from Federal helium suppliers, to the extent that supplies 
are available.
    (2) The Contractor shall provide to the Contracting Officer the 
following data within 10 days after the Contractor or subcontractor 
receives a delivery of helium from a Federal helium supplier--
    (i) The name of the supplier;
    (ii) The amount of helium purchased;
    (iii) The delivery date(s); and
    (iv) The location where the helium was used.
    (c) Subcontracts. The Contractor shall insert this clause, including 
this paragraph (c), in any subcontract or order that involves a major 
helium requirement.

                             (End of clause)

[67 FR 13064, Mar. 20, 2002]



52.208-9  Contractor Use of Mandatory Sources of Supply or Services.

    As prescribed in 8.004, insert the following clause:

  Contractor Use of Mandatory Sources of Supply or Services (OCT 2008)

    (a) Certain supplies or services to be provided under this contract 
for use by the Government are required by law to be obtained from 
nonprofit agencies participating in the program operated by the 
Committee for Purchase From People Who Are Blind or Severely Disabled 
(the Committee) under the Javits-Wagner-O'Day Act (41 U.S.C. 48). 
Additionally, certain of these supplies are available from the Defense 
Logistics Agency (DLA), the General Services Administration (GSA), or 
the Department of Veterans Affairs (VA). The Contractor shall obtain 
mandatory supplies or services to be provided for Government use under 
this contract from the specific sources indicated in the contract 
schedule.
    (b) The Contractor shall immediately notify the Contracting Officer 
if a mandatory source is unable to provide the supplies or services by 
the time required, or if the quality of supplies or services provided by 
the mandatory source is unsatisfactory. The Contractor shall not 
purchase the supplies or services from other sources until the 
Contracting Officer has notified the Contractor that the Committee or an 
AbilityOne central nonprofit agency has authorized purchase from other 
sources.
    (c) Price and delivery information for the mandatory supplies is 
available from the Contracting Officer for the supplies obtained through 
the DLA/GSA/VA distribution facilities. For mandatory supplies or 
services that are not available from DLA/GSA/VA, price and delivery 
information is available from the appropriate central nonprofit agency. 
Payments shall be made directly to the source making delivery. Points of 
contact for AbilityOne central nonprofit agencies are:
    (1) National Industries for the Blind, 1310 Braddock Place, 
Alexandria, VA 22314-1691, (703) 310-0500; and
    (2) NISH, 8401 Old Courthouse Road, Vienna, VA 22182, (571) 226-
4660.

                             (End of clause)

[61 FR 2631, Jan. 26, 1996, as amended at 61 FR 67430, Dec. 20, 1996; 66 
FR 65368, Dec. 18, 2001; 67 FR 56120, Aug. 30, 2002; 69 FR 34230, June 
18, 2004; 71 FR 36941, June 28, 2006; 73 FR 53995, Sept. 17, 2008]



52.209-1  Qualification Requirements.

    As prescribed in 9.206-2, insert the following clause:

                  Qualification Requirements (FEB 1995)

    (a) Definition: Qualification Requirement, as used in this clause, 
means a Government requirement for testing or other quality assurance 
demonstration that must be completed before award.
    (b) One or more qualification requirements apply to the supplies or 
services covered by this contract. For those supplies or services 
requiring qualification, whether the covered product or service is an 
end item under this contract or simply a component of an end item, the 
product, manufacturer, or source must have demonstrated that it meets 
the standards prescribed for qualification before award of this 
contract. The product, manufacturer, or source must be qualified at the 
time of award whether or not the name of the product, manufacturer, or 
source is actually included on a qualified products list, qualified 
manufacturers list, or qualified bidders list. Offerors should contact 
the agency activity designated below to obtain all requirements that 
they or their products or services, or their subcontractors or their 
products or services, must satisfy to become qualified and to arrange 
for an opportunity to demonstrate their abilities to meet the standards 
specified for qualification.

(Name)__________________________________________________________________
(Address)_______________________________________________________________
    (c) If an offeror, manufacturer, source, product or service covered 
by a qualification requirement has already met the standards specified, 
the relevant information noted below should be provided.

Offeror's Name__________________________________________________________
Manufacturer's Name_____________________________________________________

[[Page 39]]

Source's Name___________________________________________________________
Item Name_______________________________________________________________
Service Identification__________________________________________________
Test Number_____________________________________________________________
(to the extent known)
    (d) Even though a product or service subject to a qualification 
requirement is not itself an end item under this contract, the product, 
manufacturer, or source must nevertheless be qualified at the time of 
award of this contract. This is necessary whether the Contractor or a 
subcontractor will ultimately provide the product or service in 
question. If, after award, the Contracting Officer discovers that an 
applicable qualification requirement was not in fact met at the time of 
award, the Contracting Officer may either terminate this contract for 
default or allow performance to continue if adequate consideration is 
offered and the action is determined to be otherwise in the Government's 
best interests.
    (e) If an offeror, manufacturer, source, product or service has met 
the qualification requirement but is not yet on a qualified products 
list, qualified manufacturers list, or qualified bidders list, the 
offeror must submit evidence of qualification prior to award of this 
contract. Unless determined to be in the Government's interest, award of 
this contract shall not be delayed to permit an offeror to submit 
evidence of qualification.
    (f) Any change in location or ownership of the plant where a 
previously qualified product or service was manufactured or performed 
requires reevaluation of the qualification. Similarly, any change in 
location or ownership of a previously qualified manufacturer or source 
requires reevaluation of the qualification. The reevaluation must be 
accomplished before the date of award.

                             (End of clause)

[53 FR 34229, Sept. 2, 1988; 53 FR 36028, Sept. 16, 1988, as amended at 
59 FR 67056, Dec. 28, 1994]



52.209-2  Prohibition on Contracting with Inverted Domestic Corporations--

Representation.

    As prescribed in 9.108-5, insert the following provision:

    PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC CORPORATIONS--
                        REPRESENTATION (JUL 2009)

    (a) Definition. Inverted domestic corporation means a foreign 
incorporated entity which is treated as an inverted domestic corporation 
under 6 U.S.C. 395(b), i.e., a corporation that used to be incorporated 
in the United States, or used to be a partnership in the United States, 
but now is incorporated in a foreign country, or is a subsidiary whose 
parent corporation is incorporated in a foreign country, that meets the 
criteria specified in 6 U.S.C. 395(b), applied in accordance with the 
rules and definitions of 6 U.S.C. 395(c).
    (b) Relation to Internal Revenue Code. A foreign entity that is 
treated as an inverted domestic corporation for purposes of the Internal 
Revenue Code at 26 U.S.C. 7874 (or would be except that the inversion 
transactions were completed on or before March 4, 2003), is also an 
inverted domestic corporation for purposes of 6 U.S.C. 395 and for this 
solicitation provision (see FAR 9.108).
    (c) Representation. By submission of its offer, the offeror 
represents that it is not an inverted domestic corporation and is not a 
subsidiary of one.
    (End of provision)

[74 FR 31564, July 1, 2009]



52.209-3  First Article Approval--Contractor Testing.

    As prescribed in 9.308-1 (a) and (b), insert the following clause:

          First Article Approval--Contractor Testing (SEP 1989)

               [Contracting Officer shall insert details]

    (a) The Contractor shall test -- unit(s) of Lot/Item -- as specified 
in this contract. At least -- calendar days before the beginning of 
first article tests, the Contractor shall notify the Contracting 
Officer, in writing, of the time and location of the testing so that the 
Government may witness the tests.
    (b) The Contractor shall submit the first article test report within 
-- calendar days from the date of this contract to -- [insert address of 
the Government activity to receive the report] marked ``FIRST ARTICLE 
TEST REPORT: Contract No. ----, Lot/Item No. ----.'' Within -- calendar 
days after the Government receives the test report, the Contracting 
Officer shall notify the Contractor, in writing, of the conditional 
approval, approval, or disapproval of the first article. The notice of 
conditional approval or approval shall not relieve the Contractor from 
complying with all requirements of the specifications and all other 
terms and conditions of this contract. A notice of conditional approval 
shall state any further action required of the Contractor. A notice of 
disapproval shall cite reasons for the disapproval.
    (c) If the first article is disapproved, the Contractor, upon 
Government request, shall repeat any or all first article tests. After 
each request for additional tests, the Contractor shall make any 
necessary changes, modifications, or repairs to the first article or 
select another first article for testing. All costs related to these 
tests are to be borne by the Contractor, including any and all costs for 
additional tests following a disapproval. The Contractor shall then 
conduct

[[Page 40]]

the tests and deliver another report to the Government under the terms 
and conditions and within the time specified by the Government. The 
Government shall take action on this report within the time specified in 
paragraph (b) above. The Government reserves the right to require an 
equitable adjustment of the contract price for any extension of the 
delivery schedule, or for any additional costs to the Government related 
to these tests.
    (d) If the Contractor fails to deliver any first article report on 
time, or the Contracting Officer disapproves any first article, the 
Contractor shall be deemed to have failed to make delivery within the 
meaning of the Default clause of this contract.
    (e) Unless otherwise provided in the contract, and if the approved 
first article is not consumed or destroyed in testing, the Contractor 
may deliver the approved first article as part of the contract quantity 
if it meets all contract requirements for acceptance.
    (f) If the Government does not act within the time specified in 
paragraph (b) or (c) above, the Contracting Officer shall, upon timely 
written request from the Contractor, equitably adjust under the Changes 
clause of this contract the delivery or performance dates and/or the 
contract price, and any other contractual term affected by the delay.
    (g) Before first article approval, the acquisition of materials or 
components for, or the commencement of production of, the balance of the 
contract quantity is at the sole risk of the Contractor. Before first 
article approval, the costs thereof shall not be allocable to this 
contract for (1) progress payments, or (2) termination settlements if 
the contract is terminated for the convenience of the Government.
    (h) The Government may waive the requirement for first article 
approval test where supplies identical or similar to those called for in 
the schedule have been previously furnished by the offeror/contractor 
and have been accepted by the Government. The offeror/contractor may 
request a waiver.

                             (End of clause)

    Alternate I (JAN 1997). As prescribed in 9.308-1 (a)(2) and (b)(2), 
add the following paragraph (i) to the basic clause:

    (i) The Contractor shall produce both the first article and the 
production quantity at the same facility.

    Alternate II (SEP 1989). As prescribed in 9.308-1 (a)(3) and (b)(3), 
substitute the following paragraph (g) for paragraph (g) of the basic 
clause:

    (g) Before first article approval, the Contracting Officer may, by 
written authorization, authorize the Contractor to acquire specific 
materials or components or to commence production to the extent 
essential to meet the delivery schedules. Until first article approval 
is granted, only costs for the first article and costs incurred under 
this authorization are allocable to this contract for (1) progress 
payments, or (2) termination settlements if the contract is terminated 
for the convenience of the Government. If first article tests reveal 
deviations from contract requirements, the Contractor shall, at the 
location designated by the Government, make the required changes or 
replace all items produced under this contract at no change in the 
contract price.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 34757, Aug. 21, 1989; 
55 FR 25531, June 21, 1990; 62 FR 238, Jan. 2, 1997]



52.209-4  First Article Approval--Government Testing.

    As prescribed in 9.308-2 (a) and (b), insert the following clause:

          First Article Approval--Government Testing (SEP 1989)

               [Contracting Officer shall insert details]

    (a) The Contractor shall deliver -- units(s) of Lot/Item ---- within 
-- calendar days from the date of this contract to the Government at --
---- [insert name and address of the testing facility] for first article 
tests. The shipping documentation shall contain this contract number and 
the Lot/Item identification. The characteristics that the first article 
must meet and the testing requirements are specified elsewhere in this 
contract.
    (b) Within -- calendar days after the Government receives the first 
article, the Contracting Officer shall notify the Contractor, in 
writing, of the conditional approval, approval, or disapproval of the 
first article. The notice of conditional approval or approval shall not 
relieve the Contractor from complying with all requirements of the 
specifications and all other terms and conditions of this contract. A 
notice of conditional approval shall state any further action required 
of the Contractor. A notice of disapproval shall cite reasons for the 
disapproval.
    (c) If the first article is disapproved, the Contractor, upon 
Government request, shall submit an additional first article for 
testing. After each request, the Contractor shall make any necessary 
changes, modifications, or repairs to the first article or select 
another first article for testing. All costs related to these tests are 
to be borne by the Contractor, including any and all costs for 
additional tests following a disapproval. The Contractor shall furnish 
any additional first article to the Government under the terms and 
conditions and within the time specified

[[Page 41]]

by the Government. The Government shall act on this first article within 
the time limit specified in paragraph (b) above. The Government reserves 
the right to require an equitable adjustment of the contract price for 
any extension of the delivery schedule or for any additional costs to 
the Government related to these tests.
    (d) If the Contractor fails to deliver any first article on time, or 
the Contracting Officer disapproves any first article, the Contractor 
shall be deemed to have failed to make delivery within the meaning of 
the Default clause of this contract.
    (e) Unless otherwise provided in the contract, the Contractor--
    (1) May deliver the approved first article as a part of the contract 
quantity, provided it meets all contract requirements for acceptance and 
was not consumed or destroyed in testing; and
    (2) Shall remove and dispose of any first article from the 
Government test facility at the Contractor's expense.
    (f) If the Government does not act within the time specified in 
paragraph (b) or (c) above, the Contracting Officer shall, upon timely 
written request from the Contractor, equitably adjust under the Changes 
clause of this contract the delivery or performance dates and/or the 
contract price, and any other contractual term affected by the delay.
    (g) The Contractor is responsible for providing operating and 
maintenance instructions, spare parts support, and repair of the first 
article during any first article test.
    (h) Before first article approval, the acquisition of materials or 
components for, or the commencement of production of, the balance of the 
contract quantity is at the sole risk of the Contractor. Before first 
article approval, the costs thereof shall not be allocable to this 
contract for (1) progress payments, or (2) termination settlements if 
the contract is terminated for the convenience of the Government.
    (i) The Government may waive the requirement for first article 
approval test where supplies identical or similar to those called for in 
the schedule have been previously furnished by the Offeror/Contractor 
and have been accepted by the Government. The Offeror/Contractor may 
request a waiver.

                             (End of clause)

    Alternate I (JAN 1997). As prescribed in 9.308-2 (a)(2) and (b)(2), 
add the following paragraph (j) to the basic clause:

    (j) The Contractor shall produce both the first article and the 
production quantity at the same facility.

    Alternate II (SEP 1989). As prescribed in 9.308-2 (a)(3) and (b)(3) 
substitute the following paragraph (h) for paragraph (h) of the basic 
clause:

    (h) Before first article approval, the Contracting Officer may, by 
written authorization, authorize the Contractor to acquire specific 
materials or components or to commence production to the extent 
essential to meet the delivery schedules. Until first article approval 
is granted, only costs for the first article and costs incurred under 
this authorization are allocable to this contract for (1) progress 
payments, or (2) termination settlements if the contract is terminated 
for the convenience of the Government. If first article tests reveal 
deviations from contract requirements, the Contractor shall, at the 
location designated by the Government, make the required changes or 
replace all items produced under this contract at no change in the 
contract price.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 34757, Aug. 21, 1989; 
62 FR 238, Jan. 2, 1997]



52.209-5  Certification Regarding Responsibility Matters.

    As prescribed in 9.104-6, insert the following provision:

        Certification Regarding Responsibility Matters (DEC 2008)

    (a)(1) The Offeror certifies, to the best of its knowledge and 
belief, that--
    (i) The Offeror and/or any of its Principals--
    (A) Are ( ) are not ( ) presently debarred, suspended, proposed for 
debarment, or declared ineligible for the award of contracts by any 
Federal agency;
    (B) Have ( ) have not ( ), within a three-year period preceding this 
offer, been convicted of or had a civil judgment rendered against them 
for: commission of fraud or a criminal offense in connection with 
obtaining, attempting to obtain, or performing a public (Federal, state, 
or local) contract or subcontract; violation of Federal or state 
antitrust statutes relating to the submission of offers; or commission 
of embezzlement, theft, forgery, bribery, falsification or destruction 
of records, making false statements, tax evasion, violating Federal 
criminal tax laws, or receiving stolen property;
    (C) Are ( ) are not ( ) presently indicted for, or otherwise 
criminally or civilly charged by a governmental entity with, commission 
of any of the offenses enumerated in subdivision (a)(1)(i)(B) of this 
provision; and
    (D) Have [squ] , have not [squ] ,within a three-year period 
preceding this offer, been notified of any delinquent Federal taxes in 
an amount that exceeds $3,000 for which the liability remains 
unsatisfied.
    (1) Federal taxes are considered delinquent if both of the following 
criteria apply:

[[Page 42]]

    (i) The tax liability is finally determined. The liability is 
finally determined if it has been assessed. A liability is not finally 
determined if there is a pending administrative or judicial challenge. 
In the case of a judicial challenge to the liability, the liability is 
not finally determined until all judicial appeal rights have been 
exhausted.
    (ii) The taxpayer is delinquent in making payment. A taxpayer is 
delinquent if the taxpayer has failed to pay the tax liability when full 
payment was due and required. A taxpayer is not delinquent in cases 
where enforced collection action is precluded.
    (2) Examples. (i) The taxpayer has received a statutory notice of 
deficiency, under I.R.C. Sec. 6212, which entitles the taxpayer to seek 
Tax Court review of a proposed tax deficiency. This is not a delinquent 
tax because it is not a final tax liability. Should the taxpayer seek 
Tax Court review, this will not be a final tax liability until the 
taxpayer has exercised all judicial appeal rights.
    (ii) The IRS has filed a notice of Federal tax lien with respect to 
an assessed tax liability, and the taxpayer has been issued a notice 
under I.R.C. Sec. 6320 entitling the taxpayer to request a hearing with 
the IRS Office of Appeals contesting the lien filing, and to further 
appeal to the Tax Court if the IRS determines to sustain the lien 
filing. In the course of the hearing, the taxpayer is entitled to 
contest the underlying tax liability because the taxpayer has had no 
prior opportunity to contest the liability. This is not a delinquent tax 
because it is not a final tax liability. Should the taxpayer seek tax 
court review, this will not be a final tax liability until the taxpayer 
has exercised all judicial appeal rights.
    (iii) The taxpayer has entered into an installment agreement 
pursuant to I.R.C. Sec. 6159. The taxpayer is making timely payments 
and is in full compliance with the agreement terms. The taxpayer is not 
delinquent because the taxpayer is not currently required to make full 
payment.
    (iv) The taxpayer has filed for bankruptcy protection. The taxpayer 
is not delinquent because enforced collection action is stayed under 11 
U.S.C. 362 (the Bankruptcy Code).
    (ii) The Offeror has ( ) has not ( ), within a 3-year period 
preceding this offer, had one or more contracts terminated for default 
by any Federal agency.
    (2) Principal, for the purposes of this certification, means an 
officer, director, owner, partner, or a person having primary management 
or supervisory responsibilities within a business entity (e.g., general 
manager; plant manager; head of a subsidiary, division, or business 
segment; and similar positions).
    (b) The Offeror shall provide immediate written notice to the 
Contracting Officer if, at any time prior to contract award, the Offeror 
learns that its certification was erroneous when submitted or has become 
erroneous by reason of changed circumstances.
    (c) A certification that any of the items in paragraph (a) of this 
provision exists will not necessarily result in withholding of an award 
under this solicitation. However, the certification will be considered 
in connection with a determination of the Offeror's responsibility. 
Failure of the Offeror to furnish a certification or provide such 
additional information as requested by the Contracting Officer may 
render the Offeror nonresponsible.
    (d) Nothing contained in the foregoing shall be construed to require 
establishment of a system of records in order to render, in good faith, 
the certification required by paragraph (a) of this provision. The 
knowledge and information of an Offeror is not required to exceed that 
which is normally possessed by a prudent person in the ordinary course 
of business dealings.
    (e) The certification in paragraph (a) of this provision is a 
material representation of fact upon which reliance was placed when 
making award. If it is later determined that the Offeror knowingly 
rendered an erroneous certification, in addition to other remedies 
available to the Government, the Contracting Officer may terminate the 
contract resulting from this solicitation for default.

                           (End of provision)

[54 FR 19827, May 8, 1989, as amended at 61 FR 2633, Jan. 26, 1996; 65 
FR 80265, Dec. 20, 2000; 66 FR 17756, Apr. 3, 2001; 66 FR 66986, 66990, 
Dec. 27, 2001; 73 FR 21798, Apr. 22, 2008; 73 FR 67092, Nov. 12, 2008]



52.209-6  Protecting the Government's Interest When Subcontracting With 

Contractors Debarred, Suspended, or Proposed for Debarment.

    As prescribed in 9.409(b), insert the following clause:

     Protecting the Government's Interest When Subcontracting With 
  Contractors Debarred, Suspended, or Proposed for Debarment (SEP 2006)

    (a) The Government suspends or debars Contractors to protect the 
Government's interests. The Contractor shall not enter into any 
subcontract in excess of $30,000 with a Contractor that is debarred, 
suspended, or proposed for debarment unless there is a compelling reason 
to do so.
    (b) The Contractor shall require each proposed first-tier 
subcontractor, whose subcontract will exceed $30,000, to disclose to the 
Contractor, in writing, whether as of the time of award of the 
subcontract, the subcontractor, or its principals, is or is not 
debarred, suspended, or proposed for debarment by the Federal 
Government.

[[Page 43]]

    (c) A corporate officer or a designee of the Contractor shall notify 
the Contracting Officer, in writing, before entering into a subcontract 
with a party that is debarred, suspended, or proposed for debarment (see 
FAR 9.404 for information on the Excluded Parties List System. The 
notice must include the following:
    (1) The name of the subcontractor.
    (2) The Contractor's knowledge of the reasons for the subcontractor 
being in the Excluded Parties List System.
    (3) The compelling reason(s) for doing business with the 
subcontractor notwithstanding its inclusion in the Excluded Parties List 
System.
    (4) The systems and procedures the Contractor has established to 
ensure that it is fully protecting the Government's interests when 
dealing with such subcontractor in view of the specific basis for the 
party's debarment, suspension, or proposed debarment.

                             (End of clause)

[56 FR 29138, June 25, 1991, as amended at 57 FR 44269, Sept. 24, 1992; 
60 FR 33066, June 26, 1995; 60 FR 34761, July 3, 1995; 69 FR 76349, Dec. 
20, 2004; 71 FR 57369, Sept. 28, 2006]



52.211-1  Availability of Specifications Listed in the GSA Index of Federal 

Specifications, Standards and Commercial Item Descriptions, FPMR Part 101-29.

    As prescribed in 11.204(a), insert the following provision:

   Availability of Specifications Listed in the GSA Index of Federal 
 Specifications, Standards and Commercial Item Descriptions, FPMR Part 
                            101-29 (AUG 1998)

    (a) The GSA Index of Federal Specifications, Standards and 
Commercial Item Descriptions, FPMR Part 101-29, and copies of 
specifications, standards, and commercial item descriptions cited in 
this solicitation may be obtained for a fee by submitting a request to--
GSA Federal Supply Service, Specifications Section, Suite 8100, 470 East 
L'Enfant Plaza, SW, Washington, DC 20407, Telephone (202) 619-8925, 
Facsimile (202) 619-8978.
    (b) If the General Services Administration, Department of 
Agriculture, or Department of Veterans Affairs issued this solicitation, 
a single copy of specifications, standards, and commercial item 
descriptions cited in this solicitation may be obtained free of charge 
by submitting a request to the addressee in paragraph (a) of this 
provision. Additional copies will be issued for a fee.

                           (End of provision)

[63 FR 34063, June 22, 1998]



52.211-2  Availability of Specifications, Standards, and Data Item 

Descriptions Listed in the Acquisition Streamlining and Standardization 

Information System (ASSIST).

    As prescribed in 11.204(b), insert the following provision:

 Availability of Specifications, Standards, and Data Item Descriptions 
 Listed in the Acquisition Streamlining and Standardization Information 
                       System (ASSIST) (JAN 2006)

    (a) Most unclassified Defense specifications and standards may be 
downloaded from the following ASSIST websites:
    (1) ASSIST (http://assist.daps.dla.mil);
    (2) Quick Search (http://assist.daps.dla.mil/quicksearch);
    (3) ASSISTdocs.com (http://assistdocs.com).
    (b) Documents not available from ASSIST may be ordered from the 
Department of Defense Single Stock Point (DoDSSP) by--
    (1) Using the ASSIST Shopping Wizard (http://assist.daps.dla.mil/
wizard);
    (2) Phoning the DoDSSP Customer Service Desk (215) 697-2179, Mon-
Fri, 0730 to 1600 EST; or
    (3) Ordering from DoDSSP, Building 4, Section D, 700 Robbins Avenue, 
Philadelphia, PA 19111-5094, Telephone (215) 697-2667/2179, Facsimile 
(215) 697-1462.

                           (End of provision)

[71 FR 228, Jan. 3, 2006]



52.211-3  Availability of Specifications Not Listed in the GSA Index of 

Federal Specifications, Standards and Commercial Item Descriptions.

    As prescribed in 11.204(c), insert a provision substantially the 
same as the following:

 Availability of Specifications Not Listed in the GSA Index of Federal 
  Specifications, Standards and Commercial Item Descriptions (JUN 1988)

    The specifications cited in this solicitation may be obtained from:
(Activity) address)_____________________________________________________
________________________________________________________________________
________________________________________________________________________
(Telephone number)______________________________________________________
(Person to be contacted)________________________________________________
    The request should identify the solicitation number and the 
specification requested by date, title, and number, as cited in the 
solicitation.

[[Page 44]]

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 17860, May 18, 1988. 
Redesignated and amended at 60 FR 48251, 48256, Sept. 18, 1995; 61 FR 
31663, June 20, 1996]



52.211-4  Availability for Examination of Specifications Not Listed in the GSA 

Index of Federal Specifications, Standards and Commercial Item Descriptions.

    As prescribed in 11.204(d), insert a provision substantially the 
same as the following:

  Availability for Examination of Specifications Not Listed in the GSA 
     Index of Federal Specifications, Standards and Commercial Item 
                         Descriptions (JUN 1988)

    The specifications cited in this solicitation are not available for 
distribution. However, they may be examined at the following 
location(s):
(ACTIVITY)______________________________________________________________
(COMPLETE ADDRESS)______________________________________________________
________________________________________________________________________
________________________________________________________________________
(TELEPHONE NUMBER)______________________________________________________
(PERSON TO BE CONTACTED)________________________________________________
(TIME(S) FOR VIEWING)___________________________________________________

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 17860, May 18, 1988. 
Redesignated and amended at 60 FR 48251, 48256, Sept. 18, 1995; 61 FR 
67430, Dec. 20, 1996]



52.211-5  Material Requirements.

    As prescribed in 11.304, insert the following clause:

                    Material Requirements (AUG 2000)

    (a) Definitions. As used in this clause--
    New means composed of previously unused components, whether 
manufactured from virgin material, recovered material in the form of raw 
material, or materials and by-products generated from, and reused 
within, an original manufacturing process; provided that the supplies 
meet contract requirements, including but not limited to, performance, 
reliability, and life expectancy.
    Reconditioned means restored to the original normal operating 
condition by readjustments and material replacement.
    Recovered material means waste materials and by-products recovered 
or diverted from solid waste, but the term does not include those 
materials and by-products generated from, and commonly reused within, an 
original manufacturing process.
    Remanufactured means factory rebuilt to original specifications.
    Virgin material means--
    (1) Previously unused raw material, including previously unused 
copper, aluminum, lead, zinc, iron, other metal or metal ore; or
    (2) Any undeveloped resource that is, or with new technology will 
become, a source of raw materials.
    (b) Unless this contract otherwise requires virgin material or 
supplies composed of or manufactured from virgin material, the 
Contractor shall provide supplies that are new, reconditioned, or 
remanufactured, as defined in this clause.
    (c) A proposal to provide unused former Government surplus property 
shall include a complete description of the material, the quantity, the 
name of the Government agency from which acquired, and the date of 
acquisition.
    (d) A proposal to provide used, reconditioned, or remanufactured 
supplies shall include a detailed description of such supplies and shall 
be submitted to the Contracting Officer for approval.
    (e) Used, reconditioned, or remanufactured supplies, or unused 
former Government surplus property, may be used in contract performance 
if the Contractor has proposed the use of such supplies, and the 
Contracting Officer has authorized their use.

                             (End of clause)

[62 FR 44812, Aug. 22, 1997, as amended at 65 FR 36021, June 6, 2000]



52.211-6  Brand name or equal.

    As prescribed in 11.107(a), insert the following provision:

                     Brand Name or Equal (AUG 1999)

    (a) If an item in this solicitation is identified as ``brand name or 
equal,'' the purchase description reflects the characteristics and level 
of quality that will satisfy the Government's needs. The salient 
physical, functional, or performance characteristics that ``equal'' 
products must meet are specified in the solicitation.
    (b) To be considered for award, offers of ``equal'' products, 
including ``equal'' products of the brand name manufacturer, must--
    (1) Meet the salient physical, functional, or performance 
characteristic specified in this solicitation;
    (2) Clearly identify the item by--
    (i) Brand name, if any; and
    (ii) Make or model number;
    (3) Include descriptive literature such as illustrations, drawings, 
or a clear reference to previously furnished descriptive data or 
information available to the Contracting Officer; and

[[Page 45]]

    (4) Clearly describe any modifications the offeror plans to make in 
a product to make it conform to the solicitation requirements. Mark any 
descriptive material to clearly show the modifications.
    (c) The Contracting Officer will evaluate ``equal'' products on the 
basis of information furnished by the offeror or identified in the offer 
and reasonably available to the Contracting Officer. The Contracting 
Officer is not responsible for locating or obtaining any information not 
identified in the offer.
    (d) Unless the offeror clearly indicates in its offer that the 
product being offered is an ``equal'' product, the offeror shall provide 
the brand name product referenced in the solicitation.

                           (End of provision)

[64 FR 32742, June 17, 1999, as amended at 64 FR 51850, Sept. 24, 1999; 
64 FR 53264, Oct. 1, 1999]



52.211-7  Alternatives to Government-unique standards.

    As prescribed in 11.107(b), insert the following provision:

         Alternatives to Government-Unique Standards (NOV 1999)

    (a) This solicitation includes Government-unique standards. The 
offeror may propose voluntary consensus standards that meet the 
Government's requirements as alternatives to the Government-unique 
standards. The Government will accept use of the voluntary consensus 
standard instead of the Government-unique standard if it meets the 
Government's requirements unless inconsistent with law or otherwise 
impractical.
    (b) If an alternative standard is proposed, the offeror must furnish 
data and/or information regarding the alternative in sufficient detail 
for the Government to determine if it meets the Government's 
requirements. Acceptance of the alternative standard is a unilateral 
decision made solely at the discretion of the Government.
    (c) Offers that do not comply with the Government-unique standards 
specified in this solicitation may be determined to be nonresponsive or 
unacceptable. The offeror may submit an offer that complies with the 
Government-unique standards specified in this solicitation, in addition 
to any proposed alternative standard(s).

                           (End of provision)

[64 FR 51853, Sept. 24, 1999]



52.211-8  Time of Delivery.

    As prescribed in 11.404(a)(2), insert the following clause:

                       Time of Delivery (JUN 1997)

    (a) The Government requires delivery to be made according to the 
following schedule:

                       REQUIRED DELIVERY SCHEDULE
              [Contracting Officer insert specific details]
------------------------------------------------------------------------
                                                  WITHIN DAYS AFTER DATE
        ITEM NO.                 QUANTITY               OF CONTRACT
------------------------------------------------------------------------
----------               ----------               ----------
----------               ----------               ----------
----------               ----------               ----------
------------------------------------------------------------------------

    The Government will evaluate equally, as regards time of delivery, 
offers that propose delivery of each quantity within the applicable 
delivery period specified above. Offers that propose delivery that will 
not clearly fall within the applicable required delivery period 
specified above, will be considered nonresponsive and rejected. The 
Government reserves the right to award under either the required 
delivery schedule or the proposed delivery schedule, when an offeror 
offers an earlier delivery schedule than required above. If the offeror 
proposes no other delivery schedule, the required delivery schedule 
above will apply.

                  OFFEROR'S PROPOSED DELIVERY SCHEDULE
------------------------------------------------------------------------
                                                  WITHIN DAYS AFTER DATE
        ITEM NO.                 QUANTITY               OF CONTRACT
------------------------------------------------------------------------
----------               ----------               ----------
----------               ----------               ----------
----------               ----------               ----------
------------------------------------------------------------------------

    (b) Attention is directed to the Contract Award provision of the 
solicitation that provides that a written award or acceptance of offer 
mailed, or otherwise furnished to the successful offeror, results in a 
binding contract. The Government will mail or otherwise furnish to the 
offeror an award or notice of award not later than the day award is 
dated. Therefore, the offeror should compute the time available for 
performance beginning with the actual date of award, rather than the 
date the written notice of award is received from the Contracting 
Officer through the ordinary mails. However, the Government will 
evaluate an offer that proposes delivery based on the Contractor's date 
of receipt of the contract or notice of award by adding (1) five 
calendar days for delivery of the award through the ordinary mails, or 
(2) one working day if the solicitation states that the contract or 
notice of award will be transmitted electronically. (The term working 
day excludes weekends and U.S. Federal

[[Page 46]]

holidays.) If, as so computed, the offered delivery date is later than 
the required delivery date, the offer will be considered nonresponsive 
and rejected.

                             (End of clause)

    Alternate I (APR 1984). If the delivery schedule is expressed in 
terms of specific calendar dates or specific periods and is based on an 
assumed date of award, the contracting officer may substitute the 
following paragraph (b) for paragraph (b) of the basic clause. The time 
may be expressed by substituting on or before; during the months ------
--------------; or not sooner than ---------------- or later than ------
------------ as headings for the third column of paragraph (a) the basic 
clause.

    (b) The delivery dates or specific periods above are based on the 
assumption that the Government will make award by ---- [Contracting 
Officer insert date]. Each delivery date in the delivery schedule above 
will be extended by the number of calendar days after the above date 
that the contract is in fact awarded. Attention is directed to the 
Contract Award provision of the solicitation that provides that a 
written award or acceptance of offer mailed or otherwise furnished to 
the successful offeror results in a binding contract. Therefore, the 
offeror should compute the time available for performance beginning with 
the actual date of award, rather than the date the written notice of 
award is received from the Contracting Officer through the ordinary 
mails.

    Alternate II (APR 1984). If the delivery schedule is expressed in 
terms of specific calendar dates or specific periods and is based on an 
assumed date the contractor will receive notice of award, the 
contracting officer may substitute the following paragraph (b) for 
paragraph (b) of the basic clause. The time may be expressed by 
substituting within days after the date of receipt of a written notice 
of award as the heading for the third column of paragraph (a) of the 
basic clause.

    (b) The delivery dates or specific periods above are based on the 
assumption that the successful offeror will receive notice of award by 
---- [Contracting Officer insert date]. Each delivery date in the 
delivery schedule above will be extended by the number of calendar days 
after the above date that the Contractor receives notice of award; 
provided, that the Contractor promptly acknowledges receipt of notice of 
award.

    Alternate III (APR 1984). If the delivery schedule is to be based on 
the actual date the contractor receives a written notice of award, the 
contracting officer may delete paragraph (b) of the basic clause. The 
time may be expressed by substituting within days after the date of 
receipt of a written notice of award as the heading for the third column 
of paragraph (a) of the basic clause.

[48 FR 42478, Sept. 19, 1983, as amended at 56 FR 41732, Aug. 22, 1991; 
60 FR 34739, July 3, 1995. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995; 62 FR 40238, July 25, 1997]



52.211-9  Desired and Required Time of Delivery.

    As prescribed in 11.404(a)(3), insert the following clause:

            Desired and Required Time of Delivery (JUN 1997)

    (a) The Government desires delivery to be made according to the 
following schedule:

                        DESIRED DELIVERY SCHEDULE
              [Contracting Officer insert specific details]
------------------------------------------------------------------------
                                                  WITHIN DAYS AFTER DATE
        ITEM NO.                 QUANTITY               OF CONTRACT
------------------------------------------------------------------------
--------                 --------                 --------
--------                 --------                 --------
--------                 --------                 --------
------------------------------------------------------------------------

    If the offeror is unable to meet the desired delivery schedule, it 
may, without prejudicing evaluation of its offer, propose a delivery 
schedule below. However, the offeror's proposed delivery schedule must 
not extend the delivery period beyond the time for delivery in the 
Government's required delivery schedule as follows:

                       REQUIRED DELIVERY SCHEDULE
              [Contracting Officer insert specific details]
------------------------------------------------------------------------
                                                  WITHIN DAYS AFTER DATE
        ITEM NO.                 QUANTITY               OF CONTRACT
------------------------------------------------------------------------
----------               ----------               ----------
----------               ----------               ----------
----------               ----------               ----------
------------------------------------------------------------------------

    Offers that propose delivery of a quantity under such terms or 
conditions that delivery will not clearly fall within the applicable 
required delivery period specified above, will be considered 
nonresponsive and rejected. If the offeror proposes no other delivery 
schedule, the desired delivery schedule above will apply.

[[Page 47]]



                  OFFEROR'S PROPOSED DELIVERY SCHEDULE
------------------------------------------------------------------------
                                                  WITHIN DAYS AFTER DATE
        ITEM NO.                 QUANTITY               OF CONTRACT
------------------------------------------------------------------------
----------               ----------               ----------
----------               ----------               ----------
----------               ----------               ----------
------------------------------------------------------------------------

    (b) Attention is directed to the Contract Award provision of the 
solicitation that provides that a written award or acceptance of offer 
mailed or otherwise furnished to the successful offeror results in a 
binding contract. The Government will mail or otherwise furnish to the 
offeror an award or notice of award not later than the day the award is 
dated. Therefore, the offeror shall compute the time available for 
performance beginning with the actual date of award, rather than the 
date the written notice of award is received from the Contracting 
Officer through the ordinary mails. However, the Government will 
evaluate an offer that proposes delivery based on the Contractor's date 
of receipt of the contract or notice of award by adding (1) five 
calendar days for delivery of the award through the ordinary mails, or 
(2) one working day if the solicitation states that the contract or 
notice of award will be transmitted electronically. (The term working 
day excludes weekends and U.S. Federal holidays.) If, as so computed, 
the offered delivery date is later than the required delivery date, the 
offer will be considered nonresponsive and rejected.

                             (End of clause)

    Alternate I (APR 1984). If the delivery schedule is expressed in 
terms of specific calendar dates or specific periods and is based on an 
assumed date of award, the contracting officer may substitute the 
following paragraph (b) for paragraph (b) of the basic clause. The time 
may be expressed by substituting on or before; during the months ----; 
or not sooner than ----, or later than ---- as headings for the third 
column of paragraph (a) of the basic clause.

    (b) The delivery dates or specific periods above are based on the 
assumption that the Government will make award by ---- [Contracting 
Officer insert date]. Each delivery date in the delivery schedule above 
will be extended by the number of calendar days after the above date 
that the contract is in fact awarded. Attention is directed to the 
Contract Award provision of the solicitation that provides that a 
written award or acceptance of offer mailed or otherwise furnished to 
the successful offeror results in a binding contract. Therefore, the 
offeror shall compute the time available for performance beginning with 
the actual date of award, rather than the date the written notice of 
award is received from the Contracting Officer through the ordinary 
mails.

    Alternate II (APR 1984). If the delivery schedule is expressed in 
terms of specific calendar dates or specific periods and is based on an 
assumed date the contractor receives notice of award, the contracting 
officer may substitute the following paragraph (b) for paragraph (b) of 
the basic clause. The time may be expressed by substituting within days 
after the date of receipt of a written notice of award as the heading of 
the third column of paragraph (a) of the basic clause.

    (b) The delivery dates or specific periods above are based on the 
assumption that the successful offeror will receive notice of award by 
---- [Contracting Officer insert date]. Each delivery date in the 
delivery schedule above will be extended by the number of calendar days 
after the above date that the Contractor receives notice of award; 
provided, that the Contractor promptly acknowledges receipt of notice of 
award.

    Alternate III (APR 1984). If the delivery schedule is to be based on 
the actual date the contractor receives a written notice of award, the 
contracting officer may delete paragraph (b) of the basic clause. The 
time may be expressed by substituting within days after the date of 
receipt of a written notice of award as the heading of the third column 
of paragraph (a) of the basic clause.

[48 FR 42478, Sept. 19, 1983, as amended at 56 FR 41732, Aug. 22, 1991; 
60 FR 34739, July 3, 1995. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995; 62 FR 40238, July 25, 1997]



52.211-10  Commencement, Prosecution, and Completion of Work.

    As prescribed in 11.404(b), insert the following clause in 
solicitations and contracts when a fixed-price construction contract is 
contemplated. The clause may be changed to accommodate the issuance of 
orders under indefinite-delivery contracts for construction.

      Commencement, Prosecution, and Completion of Work (APR 1984)

    The Contractor shall be required to (a) commence work under this 
contract within

[[Page 48]]

-- [Contracting Officer insert number] calendar days after the date the 
Contractor receives the notice to proceed, (b) prosecute the work 
diligently, and (c) complete the entire work ready for use not later 
than ----*. The time stated for completion shall include final cleanup 
of the premises.

                             (End of clause)

    *The Contracting Officer shall specify either a number of days after 
the date the contractor receives the notice to proceed, or a calendar 
date.

    Alternate I (APR 1984). If the completion date is expressed as a 
specific calendar date, computed on the basis of the contractor 
receiving the notice to proceed by a certain day, add the following 
paragraph to the basic clause:

    The completion date is based on the assumption that the successful 
offeror will receive the notice to proceed by ---- [Contracting Officer 
insert date]. The completion date will be extended by the number of 
calendar days after the above date that the Contractor receives the 
notice to proceed, except to the extent that the delay in issuance of 
the notice to proceed results from the failure of the Contractor to 
execute the contract and give the required performance and payment bonds 
within the time specified in the offer.

[48 FR 42478, Sept. 19, 1983. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995]



52.211-11  Liquidated Damages--Supplies, Services, or Research and 

Development.

    As prescribed in 11.503(a), insert the following clause in 
solicitations and contracts:

Liquidated Damages--Supplies, Services, or Research and Development (SEP 
                                  2000)

    (a) If the Contractor fails to deliver the supplies or perform the 
services within the time specified in this contract, the Contractor 
shall, in place of actual damages, pay to the Government liquidated 
damages of $---- per calendar day of delay [Contracting Officer insert 
amount].
    (b) If the Government terminates this contract in whole or in part 
under the Default--Fixed-Price Supply and Service clause, the Contractor 
is liable for liquidated damages accruing until the Government 
reasonably obtains delivery or performance of similar supplies or 
services. These liquidated damages are in addition to excess costs of 
repurchase under the Termination clause.
    (c) The Contractor will not be charged with liquidated damages when 
the delay in delivery or performance is beyond the control and without 
the fault or negligence of the Contractor as defined in the Default--
Fixed-Price Supply and Service clause in this contract.

                             (End of clause)

[65 FR 46067, July 26, 2000]



52.211-12  Liquidated Damages--Construction.

    As prescribed in 11.503(b), insert the following clause in 
solicitations and contracts:

               Liquidated Damages--Construction (SEP 2000)

    (a) If the Contractor fails to complete the work within the time 
specified in the contract, the Contractor shall pay liquidated damages 
to the Government in the amount of ---- [Contracting Officer insert 
amount] for each calendar day of delay until the work is completed or 
accepted.
    (b) If the Government terminates the Contractor's right to proceed, 
liquidated damages will continue to accrue until the work is completed. 
These liquidated damages are in addition to excess costs of repurchase 
under the Termination clause.

                             (End of clause)

[65 FR 46067, July 26, 2000]



52.211-13  Time Extensions.

    As prescribed in 11.503(c), insert the following clause:

                       Time Extensions (SEP 2000)

    Time extensions for contract changes will depend upon the extent, if 
any, by which the changes cause delay in the completion of the various 
elements of construction. The change order granting the time extension 
may provide that the contract completion date will be extended only for 
those specific elements related to the changed work and that the 
remaining contract completion dates for all other portions of the work 
will not be altered. The change order also may provide an equitable 
readjustment of liquidated damages under the new completion schedule.

                             (End of clause)

[65 FR 46067, July 26, 2000]

[[Page 49]]



52.211-14  Notice of Priority Rating for National Defense, Emergency 

Preparedness, and Energy Program Use.

    As prescribed in 11.604(a), insert the following provision:

Notice of Priority Rating for National Defense, Emergency Preparedness, 
                    and Energy Program Use (APR 2008)

    Any contract awarded as a result of this solicitation will be [ ] DX 
rated order; [ ] DO rated order certified for national defense, 
emergency preparedness, and energy program use under the Defense 
Priorities and Allocations System (DPAS) (15 CFR 700), and the 
Contractor will be required to follow all of the requirements of this 
regulation. [Contracting Officer check appropriate box.]

                           (End of provision)

[51 FR 19717, May 30, 1986, as amended at 55 FR 38518, Sept. 18, 1990. 
Redesignated and amended at 60 FR 48251, 48256, Sept. 18, 1995; 73 FR 
21785, Apr. 22, 2008]



52.211-15  Defense Priority and Allocation Requirements.

    As prescribed in 11.604(b), insert the following clause:

         Defense Priority and Allocation Requirements (APR 2008)

    This is a rated order certified for national defense, emergency 
preparedness, and energy program use, and the Contractor shall follow 
all the requirements of the Defense Priorities and Allocations System 
regulation (15 CFR part 700).

                             (End of clause)

[51 FR 19717, May 30, 1986, as amended at 55 FR 38518, Sept. 18, 1990. 
Redesignated and amended at 60 FR 48251, 48256, Sept. 18, 1995; 73 FR 
21785, Apr. 22, 2008]



52.211-16  Variation in Quantity.

    As prescribed in 11.703(a), insert the following clause:

                    Variation in Quantity (APR 1984)

    (a) A variation in the quantity of any item called for by this 
contract will not be accepted unless the variation has been caused by 
conditions of loading, shipping, or packing, or allowances in 
manufacturing processes, and then only to the extent, if any, specified 
in paragraph (b) below.
    (b) The permissible variation shall be limited to:
-- Percent increase [Contracting Officer insert percentage]
-- Percent decrease [Contracting Officer insert percentage]
    This increase or decrease shall apply to ---- *

                             (End of clause)

    *Contracting Officer shall insert in the blank the designation(s) to 
which the percentages apply, such as (1) the total contract quantity, 
(2) item 1 only, (3) each quantity specified in the delivery schedule, 
(4) the total item quantity for each destination, or (5) the total 
quantity of each item without regard to destination.

[48 FR 42478, Sept. 19, 1983. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995; 64 FR 10538, Mar. 4, 1999]



52.211-17  Delivery of Excess Quantities.

    As prescribed in 11.703(b), insert the following clause:

                Delivery of Excess Quantities (SEP 1989)

    The Contractor is responsible for the delivery of each item quantity 
within allowable variations, if any. If the Contractor delivers and the 
Government receives quantities of any item in excess of the quantity 
called for (after considering any allowable variation in quantity), such 
excess quantities will be treated as being delivered for the convenience 
of the Contractor. The Government may retain such excess quantities up 
to $250 in value without compensating the Contractor therefor, and the 
Contractor waives all right, title, or interests therein. Quantities in 
excess of $250 will, at the option of the Government, either be returned 
at the Contractor's expense or retained and paid for by the Government 
at the contract unit price.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 34757, Aug. 21, 1989. 
Redesignated and amended at 60 FR 48251, 48256, Sept. 18, 1995]



52.211-18  Variation in Estimated Quantity.

    As prescribed in 11.703(c), insert the following clause in 
solicitations and contracts when a fixed-price construction contract is 
contemplated that authorizes a variation in the estimated quantity of 
unit-priced items:

[[Page 50]]

               Variation in Estimated Quantity (APR 1984)

    If the quantity of a unit-priced item in this contract is an 
estimated quantity and the actual quantity of the unit-priced item 
varies more than 15 percent above or below the estimated quantity, an 
equitable adjustment in the contract price shall be made upon demand of 
either party. The equitable adjustment shall be based upon any increase 
or decrease in costs due solely to the variation above 115 percent or 
below 85 percent of the estimated quantity. If the quantity variation is 
such as to cause an increase in the time necessary for completion, the 
Contractor may request, in writing, an extension of time, to be received 
by the Contracting Officer within 10 days from the beginning of the 
delay, or within such further period as may be granted by the 
Contracting Officer before the date of final settlement of the contract. 
Upon the receipt of a written request for an extension, the Contracting 
Officer shall ascertain the facts and make an adjustment for extending 
the completion date as, in the judgement of the Contracting Officer, is 
justified.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995]



52.212-1  Instructions to Offerors--Commercial Items.

    As prescribed in 12.301(b)(1), insert the following provision:

          Instructions to Offerors--Commercial Items (JUN 2008)

    (a) North American Industry Classification System (NAICS) code and 
small business size standard. The NAICS code and small business size 
standard for this acquisition appear in Block 10 of the solicitation 
cover sheet (SF 1449). However, the small business size standard for a 
concern which submits an offer in its own name, but which proposes to 
furnish an item which it did not itself manufacture, is 500 employees.
    (b) Submission of offers. Submit signed and dated offers to the 
office specified in this solicitation at or before the exact time 
specified in this solicitation. Offers may be submitted on the SF 1449, 
letterhead stationery, or as otherwise specified in the solicitation. As 
a minimum, offers must show--
    (1) The solicitation number;
    (2) The time specified in the solicitation for receipt of offers;
    (3) The name, address, and telephone number of the offeror;
    (4) A technical description of the items being offered in sufficient 
detail to evaluate compliance with the requirements in the solicitation. 
This may include product literature, or other documents, if necessary;
    (5) Terms of any express warranty;
    (6) Price and any discount terms;
    (7) ``Remit to'' address, if different than mailing address;
    (8) A completed copy of the representations and certifications at 
FAR 52.212-3 (see FAR 52.212-3(b) for those representations and 
certifications that the offeror shall complete electronically);
    (9) Acknowledgment of Solicitation Amendments;
    (10) Past performance information, when included as an evaluation 
factor, to include recent and relevant contracts for the same or similar 
items and other references (including contract numbers, points of 
contact with telephone numbers and other relevant information); and
    (11) If the offer is not submitted on the SF 1449, include a 
statement specifying the extent of agreement with all terms, conditions, 
and provisions included in the solicitation. Offers that fail to furnish 
required representations or information, or reject the terms and 
conditions of the solicitation may be excluded from consideration.
    (c) Period for acceptance of offers. The offeror agrees to hold the 
prices in its offer firm for 30 calendar days from the date specified 
for receipt of offers, unless another time period is specified in an 
addendum to the solicitation.
    (d) Product samples. When required by the solicitation, product 
samples shall be submitted at or prior to the time specified for receipt 
of offers. Unless otherwise specified in this solicitation, these 
samples shall be submitted at no expense to the Government, and returned 
at the sender's request and expense, unless they are destroyed during 
preaward testing.
    (e) Multiple offers. Offerors are encouraged to submit multiple 
offers presenting alternative terms and conditions or commercial items 
for satisfying the requirements of this solicitation. Each offer 
submitted will be evaluated separately.
    (f) Late submissions, modifications, revisions, and withdrawals of 
offers. (1) Offerors are responsible for submitting offers, and any 
modifications, revisions, or withdrawals, so as to reach the Government 
office designated in the solicitation by the time specified in the 
solicitation. If no time is specified in the solicitation, the time for 
receipt is 4:30 p.m., local time, for the designated Government office 
on the date that offers or revisions are due.
    (2)(i) Any offer, modification, revision, or withdrawal of an offer 
received at the Government office designated in the solicitation after 
the exact time specified for receipt of offers is ``late'' and will not 
be considered unless it is received before award is made,

[[Page 51]]

the Contracting Officer determines that accepting the late offer would 
not unduly delay the acquisition; and--
    (A) If it was transmitted through an electronic commerce method 
authorized by the solicitation, it was received at the initial point of 
entry to the Government infrastructure not later than 5:00 p.m. one 
working day prior to the date specified for receipt of offers; or
    (B) There is acceptable evidence to establish that it was received 
at the Government installation designated for receipt of offers and was 
under the Government's control prior to the time set for receipt of 
offers; or
    (C) If this solicitation is a request for proposals, it was the only 
proposal received.
    (ii) However, a late modification of an otherwise successful offer, 
that makes its terms more favorable to the Government, will be 
considered at any time it is received and may be accepted.
    (3) Acceptable evidence to establish the time of receipt at the 
Government installation includes the time/date stamp of that 
installation on the offer wrapper, other documentary evidence of receipt 
maintained by the installation, or oral testimony or statements of 
Government personnel.
    (4) If an emergency or unanticipated event interrupts normal 
Government processes so that offers cannot be received at the Government 
office designated for receipt of offers by the exact time specified in 
the solicitation, and urgent Government requirements preclude amendment 
of the solicitation or other notice of an extension of the closing date, 
the time specified for receipt of offers will be deemed to be extended 
to the same time of day specified in the solicitation on the first work 
day on which normal Government processes resume.
    (5) Offers may be withdrawn by written notice received at any time 
before the exact time set for receipt of offers. Oral offers in response 
to oral solicitations may be withdrawn orally. If the solicitation 
authorizes facsimile offers, offers may be withdrawn via facsimile 
received at any time before the exact time set for receipt of offers, 
subject to the conditions specified in the solicitation concerning 
facsimile offers. An offer may be withdrawn in person by an offeror or 
its authorized representative if, before the exact time set for receipt 
of offers, the identity of the person requesting withdrawal is 
established and the person signs a receipt for the offer.
    (g) Contract award (not applicable to Invitation for Bids). The 
Government intends to evaluate offers and award a contract without 
discussions with offerors. Therefore, the offeror's initial offer should 
contain the offeror's best terms from a price and technical standpoint. 
However, the Government reserves the right to conduct discussions if 
later determined by the Contracting Officer to be necessary. The 
Government may reject any or all offers if such action is in the public 
interest; accept other than the lowest offer; and waive informalities 
and minor irregularities in offers received.
    (h) Multiple awards. The Government may accept any item or group of 
items of an offer, unless the offeror qualifies the offer by specific 
limitations. Unless otherwise provided in the Schedule, offers may not 
be submitted for quantities less than those specified. The Government 
reserves the right to make an award on any item for a quantity less than 
the quantity offered, at the unit prices offered, unless the offeror 
specifies otherwise in the offer.
    (i) Availability of requirements documents cited in the 
solicitation. (1)(i) The GSA Index of Federal Specifications, Standards 
and Commercial Item Descriptions, FPMR Part 101-29, and copies of 
specifications, standards, and commercial item descriptions cited in 
this solicitation may be obtained for a fee by submitting a request to--
GSA Federal Supply Service Specifications Section, Suite 8100, 470 East 
L'Enfant Plaza, SW, Washington, DC 20407, Telephone (202) 619-8925, 
Facsimile (202) 619-8978.
    (ii) If the General Services Administration, Department of 
Agriculture, or Department of Veterans Affairs issued this solicitation, 
a single copy of specifications, standards, and commercial item 
descriptions cited in this solicitation may be obtained free of charge 
by submitting a request to the addressee in paragraph (i)(1)(i) of this 
provision. Additional copies will be issued for a fee.
    (2) Most unclassified Defense specifications and standards may be 
downloaded from the following ASSIST websites:
    (i) ASSIST (http://assist.daps.dla.mil).
    (ii) Quick Search (http://assist.daps.dla.mil/quicksearch).
    (iii) ASSISTdocs.com (http://assistdocs.com).
    (3) Documents not available from ASSIST may be ordered from the 
Department of Defense Single Stock Point (DoDSSP) by--
    (i) Using the ASSIST Shopping Wizard (http://assist.daps.dla.mil/
wizard);
    (ii) Phoning the DoDSSP Customer Service Desk (215) 697-2179, Mon-
Fri, 0730 to 1600 EST; or
    (iii) Ordering from DoDSSP, Building 4, Section D, 700 Robbins 
Avenue, Philadelphia, PA 19111-5094, Telephone (215) 697-2667/2179, 
Facsimile (215) 697-1462.
    (4) Nongovernment (voluntary) standards must be obtained from the 
organization responsible for their preparation, publication, or 
maintenance.
    (j) Data Universal Numbering System (DUNS) Number. (Applies to all 
offers exceeding $3,000, and offers of $3,000 or less if the 
solicitation requires the Contractor to be registered in the Central 
Contractor Registration (CCR) database. The offeror shall enter, in the 
block with its name and address on

[[Page 52]]

the cover page of its offer, the annotation ``DUNS'' or ``DUNS +4'' 
followed by the DUNS or DUNS +4 number that identifies the offeror's 
name and address. The DUNS +4 is the DUNS number plus a 4-character 
suffix that may be assigned at the discretion of the offeror to 
establish additional CCR records for identifying alternative Electronic 
Funds Transfer (EFT) accounts (see FAR Subpart 32.11) for the same 
concern. If the offeror does not have a DUNS number, it should contact 
Dun and Bradstreet directly to obtain one. An offeror within the United 
States may contact Dun and Bradstreet by calling 1-866-705-5711 or via 
the internet at http://fedgov.dnb.com/webform. An offeror located 
outside the United States must contact the local Dun and Bradstreet 
office for a DUNS number. The offeror should indicate that it is an 
offeror for a Government contract when contacting the local Dun and 
Bradstreet office.
    (k) Central Contractor Registration. Unless exempted by an addendum 
to this solicitation, by submission of an offer, the offeror 
acknowledges the requirement that a prospective awardee shall be 
registered in the CCR database prior to award, during performance and 
through final payment of any contract resulting from this solicitation. 
If the Offeror does not become registered in the CCR database in the 
time prescribed by the Contracting Officer, the Contracting Officer will 
proceed to award to the next otherwise successful registered Offeror. 
Offerors may obtain information on registration and annual confirmation 
requirements via the Internet at http://www.ccr.gov or by calling 1-888-
227-2423 or 269-961-5757.
    (l) Debriefing. If a post-award debriefing is given to requesting 
offerors, the Government shall disclose the following information, if 
applicable:
    (1) The agency's evaluation of the significant weak or deficient 
factors in the debriefed offeror's offer.
    (2) The overall evaluated cost or price and technical rating of the 
successful and the debriefed offeror and past performance information on 
the debriefed offeror.
    (3) The overall ranking of all offerors, when any ranking was 
developed by the agency during source selection.
    (4) A summary of the rationale for award;
    (5) For acquisitions of commercial items, the make and model of the 
item to be delivered by the successful offeror.
    (6) Reasonable responses to relevant questions posed by the 
debriefed offeror as to whether source-selection procedures set forth in 
the solicitation, applicable regulations, and other applicable 
authorities were followed by the agency.

                           (End of provision)

[60 FR 48251, Sept. 18, 1995, as amended at 62 FR 40238, July 25, 1997; 
63 FR 9050, Feb. 23, 1998; 63 FR 34063, June 22, 1998; 64 FR 32749, June 
17, 1999; 64 FR 51840, Sept. 24, 1999; 65 FR 16286, Mar. 27, 2000; 65 
46058, July 26, 2000; 68 FR 43875, July 24, 2003; 68 FR 56675, Oct. 1, 
2003; 68 FR 69258, Dec. 11, 2003; 69 FR 76346, Dec. 20, 2004; 71 FR 228, 
Jan. 3, 2006; 71 FR 57369, 57380, Sept. 28, 2006; 72 FR 63081, Nov. 7, 
2007; 73 FR 21778, Apr. 22, 2008; 73 FR 33639, June 12, 2008]



52.212-2  Evaluation--Commercial Items.

    As prescribed in 12.301(c), the Contracting Officer may insert a 
provision substantially as follows:

                 Evaluation--Commercial Items (JAN 1999)

    (a) The Government will award a contract resulting from this 
solicitation to the responsible offeror whose offer conforming to the 
solicitation will be most advantageous to the Government, price and 
other factors considered. The following factors shall be used to 
evaluate offers:
________________________________________________________________________

________________________________________________________________________
    (Contracting Officer shall insert the significant evaluation 
factors, such as (i) technical capability of the item offered to meet 
the Government requirement; (ii) price; (iii) past performance (see FAR 
15.304); (iv) small disadvantaged business participation; and include 
them in the relative order of importance of the evaluation factors, such 
as in descending order of importance.)
    Technical and past performance, when combined, are -------- 
(Contracting Officer state, in accordance with FAR 15.304, the relative 
importance of all other evaluation factors, when combined, when compared 
to price.)
    (b) Options. The Government will evaluate offers for award purposes 
by adding the total price for all options to the total price for the 
basic requirement. The Government may determine that an offer is 
unacceptable if the option prices are significantly unbalanced. 
Evaluation of options shall not obligate the Government to exercise the 
option(s).
    (c) A written notice of award or acceptance of an offer, mailed or 
otherwise furnished to the successful offeror within the time for 
acceptance specified in the offer, shall result in a binding contract 
without further action by either party. Before the offer's specified 
expiration time, the Government may accept an offer (or part of an 
offer), whether or not there are negotiations after its receipt, unless 
a written notice of withdrawal is received before award.

[[Page 53]]

                           (End of provision)

[60 FR 48252, Sept. 18, 1995, as amended at 62 FR 51271, Sept. 30, 1997; 
63 FR 36124, July 1, 1998]



52.212-3  Offeror Representations and Certifications--Commercial Items.

    As prescribed in 12.301(b)(2), insert the following provision:

 Offeror Representations and Certifications--Commercial items (AUG 2009)

    An offeror shall complete only paragraph (b) of this provision if 
the offeror has completed the annual representations and certifications 
electronically at http://orca.bpn.gov. If an offeror has not completed 
the annual representations and certifications electronically at the ORCA 
website, the offeror shall complete only paragraphs (c) through (m) of 
this provision.
    (a) Definitions. As used in this provision--
    Emerging small business means a small business concern whose size is 
no greater than 50 percent of the numerical size standard for the NAICS 
code designated.
    Forced or indentured child labor means all work or service--
    (1) Exacted from any person under the age of 18 under the menace of 
any penalty for its nonperformance and for which the worker does not 
offer himself voluntarily; or
    (2) Performed by any person under the age of 18 pursuant to a 
contract the enforcement of which can be accomplished by process or 
penalties.
    Inverted domestic corporation means a foreign incorporated entity 
which is treated as an inverted domestic corporation under 6 U.S.C. 
395(b), i.e., a corporation that used to be incorporated in the United 
States, or used to be a partnership in the United States, but now is 
incorporated in a foreign country, or is a subsidiary whose parent 
corporation is incorporated in a foreign country, that meets the 
criteria specified in 6 U.S.C. 395(b), applied in accordance with the 
rules and definitions of 6 U.S.C. 395(c).
    Manufactured end product means any end product in Federal Supply 
Classes (FSC) 1000-9999, except--
    (1) FSC 5510, Lumber and Related Basic Wood Materials;
    (2) Federal Supply Group (FSG) 87, Agricultural Supplies;
    (3) FSG 88, Live Animals;
    (4) FSG 89, Food and Related Consumables;
    (5) FSC 9410, Crude Grades of Plant Materials;
    (6) FSC 9430, Miscellaneous Crude Animal Products, Inedible;
    (7) FSC 9440, Miscellaneous Crude Agricultural and Forestry 
Products;
    (8) FSC 9610, Ores;
    (9) FSC 9620, Minerals, Natural and Synthetic; and
    (10) FSC 9630, Additive Metal Materials.
    Place of manufacture means the place where an end product is 
assembled out of components, or otherwise made or processed from raw 
materials into the finished product that is to be provided to the 
Government. If a product is disassembled and reassembled, the place of 
reassembly is not the place of manufacture.
    Restricted business operations means business operations in Sudan 
that include power production activities, mineral extraction activities, 
oil-related activities, or the production of military equipment, as 
those terms are defined in the Sudan Accountability and Divestment Act 
of 2007 (Pub. L. 110-174). Restricted business operations do not include 
business operations that the person (as that term is defined in Section 
2 of the Sudan Accountability and Divestment Act of 2007) conducting the 
business can demonstrate--
    (1) Are conducted under contract directly and exclusively with the 
regional government of southern Sudan;
    (2) Are conducted pursuant to specific authorization from the Office 
of Foreign Assets Control in the Department of the Treasury, or are 
expressly exempted under Federal law from the requirement to be 
conducted under such authorization;
    (3) Consist of providing goods or services to marginalized 
populations of Sudan;
    (4) Consist of providing goods or services to an internationally 
recognized peacekeeping force or humanitarian organization;
    (5) Consist of providing goods or services that are used only to 
promote health or education; or
    (6) Have been voluntarily suspended.
    Service-disabled veteran-owned small business concern--
    (1) Means a small business concern--
    (i) Not less than 51 percent of which is owned by one or more 
service--disabled veterans or, in the case of any publicly owned 
business, not less than 51 percent of the stock of which is owned by one 
or more service-disabled veterans; and
    (ii) The management and daily business operations of which are 
controlled by one or more service-disabled veterans or, in the case of a 
service-disabled veteran with permanent and severe disability, the 
spouse or permanent caregiver of such veteran.
    (2) Service-disabled veteran means a veteran, as defined in 38 
U.S.C. 101(2), with a disability that is service-connected, as defined 
in 38 U.S.C. 101(16).
    Small business concern means a concern, including its affiliates, 
that is independently owned and operated, not dominant in the field of 
operation in which it is bidding on Government contracts, and qualified 
as a small business under the criteria in 13 CFR

[[Page 54]]

Part 121 and size standards in this solicitation.
    Veteran-owned small business concern means a small business 
concern--
    (1) Not less than 51 percent of which is owned by one or more 
veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any 
publicly owned business, not less than 51 percent of the stock of which 
is owned by one or more veterans; and
    (2) The management and daily business operations of which are 
controlled by one or more veterans.
    Women-owned small business concern means a small business concern--
    (1) That is at least 51 percent owned by one or more women; or, in 
the case of any publicly owned business, at least 51 percent of the 
stock of which is owned by one or more women; and
    (2) Whose management and daily business operations are controlled by 
one or more women.
    Women-owned business concern means a concern which is at least 51 
percent owned by one or more women; or in the case of any publicly owned 
business, at least 51 percent of its stock is owned by one or more 
women; and whose management and daily business operations are controlled 
by one or more women.
    (b)(1) Annual Representations and Certifications. Any changes 
provided by the offeror in paragraph (b)(2) of this provision do not 
automatically change the representations and certifications posted on 
the Online Representations and Certifications Application (ORCA) 
website.
    (2) The offeror has completed the annual representations and 
certifications electronically via the ORCA website at http://
orca.bpn.gov. After reviewing the ORCA database information, the offeror 
verifies by submission of this offer that the representations and 
certifications currently posted electronically at FAR 52.212-3, Offeror 
Representations and Certifications--Commercial Items, have been entered 
or updated in the last 12 months, are current, accurate, complete, and 
applicable to this solicitation (including the business size standard 
applicable to the NAICS code referenced for this solicitation), as of 
the date of this offer and are incorporated in this offer by reference 
(see FAR 4.1201), except for paragraphs ----------.
    [Offeror to identify the applicable paragraphs at (c) through (n) of 
this provision that the offeror has completed for the purposes of this 
solicitation only, if any.
    These amended representation(s) and/or certification(s) are also 
incorporated in this offer and are current, accurate, and complete as of 
the date of this offer.
    Any changes provided by the offeror are applicable to this 
solicitation only, and do not result in an update to the representations 
and certifications posted on ORCA.]
    (c) Offerors must complete the following representations when the 
resulting contract will be performed in the United States or its 
outlying areas. Check all that apply.
    (1) Small business concern. The offeror represents as part of its 
offer that it [squ] is, [squ] is not a small business concern.
    (2) Veteran-owned small business concern. [Complete only if the 
offeror represented itself as a small business concern in paragraph 
(c)(1) of this provision.] The offeror represents as part of its offer 
that it [ ] is, [ ] is not a veteran-owned small business concern.
    (3) Service-disabled veteran-owned small business concern. [Complete 
only if the offeror represented itself as a veteran-owned small business 
concern in paragraph (c)(2) of this provision.] The offeror represents 
as part of its offer that it [ ] is, [ ] is not a service-disabled 
veteran-owned small business concern.
    (4) Small disadvantaged business concern. [Complete only if the 
offeror represented itself as a small business concern in paragraph 
(c)(1) of this provision.] The offeror represents, for general 
statistical purposes, that it [squ] is, [squ] is not a small 
disadvantaged business concern as defined in 13 CFR 124.1002.
    (5) Women-owned small business concern. [Complete only if the 
offeror represented itself as a small business concern in paragraph 
(c)(1) of this provision.] The offeror represents that it [squ] is, 
[squ] is not a women-owned small business concern.

    Note: Complete paragraphs (c)(6) and (c)(7) only if this 
solicitation is expected to exceed the simplified acquisition threshold.

    (6) Women-owned business concern (other than small business 
concern). [Complete only if the offeror is a women-owned business 
concern and did not represent itself as a small business concern in 
paragraph (c)(1) of this provision.] The offeror represents that it 
[squ] is, a women-owned business concern.
    (7) Tie bid priority for labor surplus area concerns. If this is an 
invitation for bid, small business offerors may identify the labor 
surplus areas in which costs to be incurred on account of manufacturing 
or production (by offeror or first-tier subcontractors) amount to more 
than 50 percent of the contract price:
________________________________________________________________________
    (8) Small Business Size for the Small Business Competitiveness 
Demonstration Program and for the Targeted Industry Categories under the 
Small Business Competitiveness Demonstration Program. [Complete only if 
the offeror has represented itself to be a small business concern under 
the size standards for this solicitation.]
    (i) (Complete only for solicitations indicated in an addendum as 
being set-aside for emerging small businesses in one of the designated 
industry groups (DIGs).) The offeror represents as part of its offer 
that it [squ] is, [squ] is not an emerging small business.

[[Page 55]]

    (ii) (Complete only for solicitations indicated in an addendum as 
being for one of the targeted industry categories (TICs) or designated 
industry groups (DIGs).) Offeror represents as follows:
    (A) Offeror's number of employees for the past 12 months (check the 
Employees column if size standard stated in the solicitation is 
expressed in terms of number of employees); or
    (B) Offeror's average annual gross revenue for the last 3 fiscal 
years (check the Average Annual Gross Number of Revenues column if size 
standard stated in the solicitation is expressed in terms of annual 
receipts)
(Check one of the following):

 
           No. of Employees                Avg. Annual Gross Revenues
 
-- 50 or fewer                          -- $1 million or less
-- 51-100                               -- $1,000,001-$2 million
-- 101-250                              -- $2,000,001-$3.5 million
-- 251-500                              -- $3,500,001-$5 million
-- 501-750                              -- $5,000,001-$10 million
-- 751-1,000                            -- $10,000,001-$17 million
-- Over 1,000                           -- Over $17 million
 

    (9) (Complete only if the solicitation contains the clause at FAR 
52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged 
Business Concerns, or FAR 52.219-25, Small Disadvantaged Business 
Participation Program--Disadvantaged Status and Reporting, and the 
offeror desires a benefit based on its disadvantaged status.)
    (i) General. The offeror represents that either--
    (A) It /--/ is, /--/ is not certified by the Small Business 
Administration as a small disadvantaged business concern and identified, 
on the date of this representation, as a certified small disadvantaged 
business concern in the database maintained by the Small Business 
Administration (PRO-Net), and that no material change in disadvantaged 
ownership and control has occurred since its certification, and, where 
the concern is owned by one or more individuals claiming disadvantaged 
status, the net worth of each individual upon whom the certification is 
based does not exceed $750,000 after taking into account the applicable 
exclusions set forth at 13 CFR 124.104(c)(2); or
    (B) It [squ] has, [squ] has not submitted a completed application to 
the Small Business Administration or a Private Certifier to be certified 
as a small disadvantaged business concern in accordance with 13 CFR 124, 
Subpart B, and a decision on that application is pending, and that no 
material change in disadvantaged ownership and control has occurred 
since its application was submitted.
    (ii) Joint Ventures under the Price Evaluation Adjustment for Small 
Disadvantaged Business Concerns. The offeror represents, as part of its 
offer, that it is a joint venture that complies with the requirements in 
13 CFR 124.1002(f) and that the representation in paragraph (c)(9)(i) of 
this provision is accurate for the small disadvantaged business concern 
that is participating in the joint venture. [The offeror shall enter the 
name of the small disadvantaged business concern that is participating 
in the joint venture: ------------.]
    (10) HUBZone small business concern. [Complete only if the offeror 
represented itself as a small business concern in paragraph (c)(1) of 
this provision.] The offeror represents, as part of its offer, that--
    (i) It [ ] is, [ ] is not a HUBZone small business concern listed, 
on the date of this representation, on the List of Qualified HUBZone 
Small Business Concerns maintained by the Small Business Administration, 
and no material change in ownership and control, principal office, or 
HUBZone employee percentage has occurred since it was certified by the 
Small Business Administration in accordance with 13 CFR part 126; and
    (ii) It [ ] is, [ ] is not a joint venture that complies with the 
requirements of 13 CFR part 126, and the representation in paragraph 
(c)(10)(i) of this provision is accurate for the HUBZone small business 
concern or concerns that are participating in the joint venture. [The 
offeror shall enter the name or names of the HUBZone small business 
concern or concerns that are participating in the joint venture:--------
----.] Each HUBZone small business concern participating on the joint 
venture shall submit a separate signed copy of the HUBZone 
representation.
    (d) Representations required to implement provisions of Executive 
Order 11246--
    (1) Previous contracts and compliance. The offeror represents that--
    (i) It [squ] has, [squ] has not participated in a previous contract 
or subcontract subject to the Equal Opportunity clause of this 
solicitation; and
    (ii) It [squ] has, [squ] has not filed all required compliance 
reports.
    (2) Affirmative Action Compliance. The offeror represents that--
    (i) It [squ] has developed and has on file, [squ] has not developed 
and does not have on file, at each establishment, affirmative action 
programs required by rules and regulations of the Secretary of Labor (41 
CFR parts 60-1 and 60-2), or
    (ii) It [squ] has not previously had contracts subject to the 
written affirmative action programs requirement of the rules and 
regulations of the Secretary of Labor.
    (e) Certification Regarding Payments to Influence Federal 
Transactions (31 U.S.C. 1352). (Applies only if the contract is expected 
to exceed $100,000.) By submission of its offer, the offeror certifies 
to the best of its knowledge and belief that no Federal appropriated 
funds have been paid or will be paid to any person for influencing or 
attempting to influence an officer or employee of any agency, a Member

[[Page 56]]

of Congress, an officer or employee of Congress or an employee of a 
Member of Congress on his or her behalf in connection with the award of 
any resultant contract. If any registrants under the Lobbying Disclosure 
Act of 1995 have made a lobbying contact on behalf of the offeror with 
respect to this contract, the offeror shall complete and submit, with 
its offer, OMB Standard Form LLL, Disclosure of Lobbying Activities, to 
provide the name of the registrants. The offeror need not report 
regularly employed officers or employees of the offeror to whom payments 
of reasonable compensation were made.
    (f) Buy American Act Certificate. (Applies only if the clause at 
Federal Acquisition Regulation (FAR) 52.225-1, Buy American Act--
Supplies, is included in this solicitation.)
    (1) The offeror certifies that each end product, except those listed 
in paragraph (f)(2) of this provision, is a domestic end product and 
that for other than COTS items, the offeror has considered components of 
unknown origin to have been mined, produced, or manufactured outside the 
United States. The offeror shall list as foreign end products those end 
products manufactured in the United States that do not qualify as 
domestic end products, i.e., an end product that is not a COTS item and 
does not meet the component test in paragraph (2) of the definition of 
``domestic end product.'' The terms ``commercially available off-the-
shelf (COTS) item,'' ``component,'' ``domestic end product,'' ``end 
product,'' ``foreign end product,'' and ``United States'' are defined in 
the clause of this solicitation entitled ``Buy American Act--Supplies.''
    (2) Foreign End Products:
Line Item No.:__________________________________________________________
Country of Origin:______________________________________________________
    (List as necessary)
    (3) The Government will evaluate offers in accordance with the 
policies and procedures of FAR Part 25.
    (g)(1) Buy American Act--Free Trade Agreements--Israeli Trade Act 
Certificate. (Applies only if the clause at FAR 52.225-3, Buy American 
Act--Free Trade Agreements--Israeli Trade Act, is included in this 
solicitation.)
    (i) The offeror certifies that each end product, except those listed 
in paragraph (g)(1)(ii) or (g)(1)(iii) of this provision, is a domestic 
end product and that for other than COTS items, the offeror has 
considered components of unknown origin to have been mined, produced, or 
manufactured outside the United States. The terms ``Bahrainian, 
Moroccan, Omani, or Peruvian end product,'' ``commercially available 
off-the-shelf (COTS) item,'' ``component,'' ``domestic end product,'' 
``end product,'' ``foreign end product,'' ``Free Trade Agreement 
country,'' ``Free Trade Agreement country end product,'' ``Israeli end 
product,'' and ``United States'' are defined in the clause of this 
solicitation entitled ``Buy American Act-Free Trade Agreements-Israeli 
Trade Act.''
    (ii) The offeror certifies that the following supplies are Free 
Trade Agreement country end products (other than Bahrainian, Moroccan, 
Omani, or Peruvian end products) or Israeli end products as defined in 
the clause of this solicitation entitled ``Buy American Act--Free Trade 
Agreements--Israeli Trade Act'':
    Free Trade Agreement Country End Products (Other than Bahrainian, 
Moroccan, Omani, or Peruvian End Products) or Israeli End Products:

Line Item No....................................                                               Country of Origin
--------------------............................                                            --------------------
--------------------............................                                            --------------------
--------------------............................                                            --------------------
 

    [List as necessary]
    (iii) The offeror shall list those supplies that are foreign end 
products (other than those listed in paragraph (g)(1)(ii) of this 
provision) as defined in the clause of this solicitation entitled ``Buy 
American Act--Free Trade Agreements--Israeli Trade Act.'' The offeror 
shall list as other foreign end products those end products manufactured 
in the United States that do not qualify as domestic end products, i.e., 
an end product that is not a COTS item and does not meet the component 
test in paragraph (2) of the definition of ``domestic end product.''

                       Other Foreign End Products

Line Item No.:__________________________________________________________
Country of Origin:______________________________________________________
    (List as necessary)
    (iv) The Government will evaluate offers in accordance with the 
policies and procedures of FAR Part 25.
    (2) Buy American Act--Free Trade Agreements--Israeli Trade Act 
Certificate, Alternate I. If Alternate I to the clause at FAR 52.225-3 
is included in this solicitation, substitute the following paragraph 
(g)(1)(ii) for paragraph (g)(1)(ii) of the basic provision:
    (g)(1)(ii) The offeror certifies that the following supplies are 
Canadian end products as defined in the clause of this solicitation 
entitled ``Buy American Act--Free Trade Agreements--Israeli Trade Act'':

                         Canadian End Products:

                              Line Item No.

________________________________________________________________________

[[Page 57]]

________________________________________________________________________
________________________________________________________________________
    $(List as necessary)
    (3) Buy American Act--Free Trade Agreements--Israeli Trade Act 
Certificate, Alternate II. If Alternate II to the clause at FAR 52.225-3 
is included in this solicitation, substitute the following paragraph 
(g)(1)(ii) for paragraph (g)(1)(ii) of the basic provision:
    (g)(1)(ii) The offeror certifies that the following supplies are 
Canadian end products or Israeli end products as defined in the clause 
of this solicitation entitled ``Buy American Act--Free Trade 
Agreements--Israeli Trade Act'':

                    Canadian or Israeli End Products:

Line Item No.
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
Country of Origin
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
    $(List as necessary)
    (4) Trade Agreements Certificate. (Applies only if the clause at FAR 
52.225-5, Trade Agreements, is included in this solicitation.)
    (i) The offeror certifies that each end product, except those listed 
in paragraph (g)(4)(ii) of this provision, is a U.S.-made or designated 
country end product, as defined in the clause of this solicitation 
entitled ``Trade Agreements.''
    (ii) The offeror shall list as other end products those end products 
that are not U.S.-made or designated country end products.

                           Other End Products

Line Item No.:__________________________________________________________
Country of Origin:______________________________________________________
    (List as necessary)
    (iii) The Government will evaluate offers in accordance with the 
policies and procedures of FAR Part 25. For line items covered by the 
WTO GPA, the Government will evaluate offers of U.S.-made or designated 
country end products without regard to the restrictions of the Buy 
American Act. The Government will consider for award only offers of 
U.S.-made or designated country end products unless the Contracting 
Officer determines that there are no offers for such products or that 
the offers for such products are insufficient to fulfill the 
requirements of the solicitation.
    (i) The offeror certifies that each end product being offered, 
except those listed in paragraph (g)(1)(ii) of this provision, is a 
domestic end product (as defined in the clause entitled ``Buy American 
Act--North American Free Trade Agreement Implementation Act--Balance of 
Payments Program,'' and that components of unknown origin have been 
considered to have been mined, produced, or manufactured outside the 
United States.
    (ii) Excluded End Products:

 
           Line item No.                      Country of origin
 
   --------------------               ----------------------
   --------------------               ----------------------
 

                           [List as necessary]

    (iii) Offers will be evaluated by giving certain preferences to 
domestic end products or NAFTA country end products over other end 
products. In order to obtain these preferences in the evaluation of each 
excluded end product listed in paragraph (g)(1)(ii) of this provision, 
offerors must identify and certify below those excluded end products 
that are NAFTA country end products. Products that are not identified 
and certified below will not be deemed NAFTA country end products. The 
offeror certifies that the following supplies qualify as NAFTA country 
end products as that term is defined in the clause entitled ``Buy 
American Act--North American Free Trade Agreement Implementation Act--
Balance of Payments Program'':

________________________________________________________________________

________________________________________________________________________

________________________________________________________________________
[Insert line item numbers)
    (iv) Offers will be evaluated in accordance with part 25 of the 
Federal Acquisition Regulation. In addition, if this solicitation is for 
supplies for use outside the United States, an evaluation factor of 50 
percent will be applied to offers of end products that are not domestic 
or NAFTA country end products.
    (2) Alternate I. If Alternate I to the clause at 52.225-21 is 
included in this solicitation, substitute the following paragraph 
(g)(1)(iii) for paragraph (g)(1)(iii) of this provision:
    (g)(1)(iii) Offers will be evaluated by giving certain preferences 
to domestic end products or Canadian end products over other end 
products. In order to obtain these preferences in the evaluation of each 
excluded end product listed in paragraph (b) of this provision, offerors 
must identify and certify below those excluded end products that are 
Canadian end products. Products that are not identified and certified 
below will not be deemed Canadian end products.
    The offeror certifies that the following supplies qualify as 
Canadian end products as that term is defined in the clause entitled 
``Buy American Act--North American Free Trade Agreement Implementation 
Act--Balance of Payments Program'':

________________________________________________________________________
[Insert line item numbers]
    (h) Certification Regarding Responsibility Matters (Executive Order 
12689). (Applies only if the contract value is expected to exceed the 
simplified acquisition threshold.) The offeror certifies, to the best of 
its knowledge

[[Page 58]]

and belief, that the offeror and/or any of its principals--
    (1) [ ] Are, [ ] are not presently debarred, suspended, proposed for 
debarment, or declared ineligible for the award of contracts by any 
Federal agency;
    (2) [ ] Have, [ ] have not, within a three-year period preceding 
this offer, been convicted of or had a civil judgment rendered against 
them for: Commission of fraud or a criminal offense in connection with 
obtaining, attempting to obtain, or performing a Federal, state or local 
government contract or subcontract; violation of Federal or state 
antitrust statutes relating to the submission of offers; or Commission 
of embezzlement, theft, forgery, bribery, falsification or destruction 
of records, making false statements, tax evasion, violating Federal 
criminal tax laws, or receiving stolen property,
    (3) [ ] Are, [ ] are not presently indicted for, or otherwise 
criminally or civilly charged by a Government entity with, commission of 
any of these offenses enumerated in paragraph (h)(2) of this clause; 
and.
    (i) Certification Regarding Knowledge of Child Labor for Listed End 
Products (Executive Order 13126). [The Contracting Officer must list in 
paragraph (i)(1) any end products being acquired under this solicitation 
that are included in the List of Products Requiring Contractor 
Certification as to Forced or Indentured Child Labor, unless excluded at 
22.1503(b).]
    (1) Listed end products.

                           Listed End Product

________________________________________________________________________
________________________________________________________________________

                       Listed Countries of Origin

________________________________________________________________________
________________________________________________________________________

    (2) Certification. [If the Contracting Officer has identified end 
products and countries of origin in paragraph (i)(1) of this provision, 
then the offeror must certify to either (i)(2)(i) or (i)(2)(ii) by 
checking the appropriate block.]
    [squ] (i) The offeror will not supply any end product listed in 
paragraph (i)(1) of this provision that was mined, produced, or 
manufactured in the corresponding country as listed for that product.
    [squ] (ii) The offeror may supply an end product listed in paragraph 
(i)(1) of this provision that was mined, produced, or manufactured in 
the corresponding country as listed for that product. The offeror 
certifies that it has made a good faith effort to determine whether 
forced or indentured child labor was used to mine, produce, or 
manufacture any such end product furnished under this contract. On the 
basis of those efforts, the offeror certifies that it is not aware of 
any such use of child labor.
    (4) Have,[squ] have not, within a three-year period preceding this 
offer, been notified of any delinquent Federal taxes in an amount that 
exceeds $3,000 for which the liability remains unsatisfied.
    (i) Taxes are considered delinquent if both of the following 
criteria apply:
    (A) The tax liability is finally determined. The liability is 
finally determined if it has been assessed. A liability is not finally 
determined if there is a pending administrative or judicial challenge. 
In the case of a judicial challenge to the liability, the liability is 
not finally determined until all judicial appeal rights have been 
exhausted.
    (B) The taxpayer is delinquent in making payment. A taxpayer is 
delinquent if the taxpayer has failed to pay the tax liability when full 
payment was due and required. A taxpayer is not delinquent in cases 
where enforced collection action is precluded.
    (ii) Examples. (A) The taxpayer has received a statutory notice of 
deficiency, under I.R.C. Sec. 6212, which entitles the taxpayer to seek 
Tax Court review of a proposed tax deficiency. This is not a delinquent 
tax because it is not a final tax liability. Should the taxpayer seek 
Tax Court review, this will not be a final tax liability until the 
taxpayer has exercised all judicial appeal rights.
    (B) The IRS has filed a notice of Federal tax lien with respect to 
an assessed tax liability, and the taxpayer has been issued a notice 
under I.R.C. Sec. 6320 entitling the taxpayer to request a hearing with 
the IRS Office of Appeals contesting the lien filing, and to further 
appeal to the Tax Court if the IRS determines to sustain the lien 
filing. In the course of the hearing, the taxpayer is entitled to 
contest the underlying tax liability because the taxpayer has had no 
prior opportunity to contest the liability. This is not a delinquent tax 
because it is not a final tax liability. Should the taxpayer seek tax 
court review, this will not be a final tax liability until the taxpayer 
has exercised all judicial appeal rights.
    (C) The taxpayer has entered into an installment agreement pursuant 
to I.R.C. Sec. 6159. The taxpayer is making timely payments and is in 
full compliance with the agreement terms. The taxpayer is not delinquent 
because the taxpayer is not currently required to make full payment.
    (D) The taxpayer has filed for bankruptcy protection. The taxpayer 
is not delinquent because enforced collection action is stayed under 11 
U.S.C. 362 (the Bankruptcy Code).
    (i) Certification Regarding Knowledge of Child Labor for Listed End 
Products (Executive Order 13126). [The Contracting Officer must list in 
paragraph (i)(1) any end products being acquired under this solicitation 
that are included in the List of Products Requiring Contractor 
Certification as to Forced or Indentured Child Labor, unless excluded at 
22.1503(b).]
    (1) Listed end products.

[[Page 59]]

                           Listed End Product

________________________________________________________________________
________________________________________________________________________

                       Listed Countries of Origin

________________________________________________________________________
________________________________________________________________________

    (2) Certification. [If the Contracting Officer has identified end 
products and countries of origin in paragraph (i)(1) of this provision, 
then the offeror must certify to either (i)(2)(i) or (i)(2)(ii) by 
checking the appropriate block.]
    [squ] (i) The offeror will not supply any end product listed in 
paragraph (i)(1) of this provision that was mined, produced, or 
manufactured in the corresponding country as listed for that product.
    [squ] (ii) The offeror may supply an end product listed in paragraph 
(i)(1) of this provision that was mined, produced, or manufactured in 
the corresponding country as listed for that product. The offeror 
certifies that it has made a good faith effort to determine whether 
forced or indentured child labor was used to mine, produce, or 
manufacture any such end product furnished under this contract. On the 
basis of those efforts, the offeror certifies that it is not aware of 
any such use of child labor.
    (j) Place of manufacture. (Does not apply unless the solicitation is 
predominantly for the acquisition of manufactured end products.) For 
statistical purposes only, the offeror shall indicate whether the place 
of manufacture of the end products it expects to provide in response to 
this solicitation is predominantly--
    (1) [squ] In the United States (Check this box if the total 
anticipated price of offered end products manufactured in the United 
States exceeds the total anticipated price of offered end products 
manufactured outside the United States); or
    (2) [squ] Outside the United States.
    (k) Certificates regarding exemptions from the application of the 
Service Contract Act. (Certification by the offeror as to its compliance 
with respect to the contract also constitutes its certification as to 
compliance by its subcontractor if it subcontracts out the exempt 
services.) [The contracting officer is to check a box to indicate if 
paragraph (k)(1) or (k)(2) applies.]
    (1)[squ] Maintenance, calibration, or repair of certain equipment as 
described in FAR 22.1003-4(c)(1). The offeror [squ] does [squ] does not 
certify that--
    (i) The items of equipment to be serviced under this contract are 
used regularly for other than Governmental purposes and are sold or 
traded by the offeror (or subcontractor in the case of an exempt 
subcontract) in substantial quantities to the general public in the 
course of normal business operations;
    (ii) The services will be furnished at prices which are, or are 
based on, established catalog or market prices (see FAR 22.1003-
4(c)(2)(ii)) for the maintenance, calibration, or repair of such 
equipment; and
    (iii) The compensation (wage and fringe benefits) plan for all 
service employees performing work under the contract will be the same as 
that used for these employees and equivalent employees servicing the 
same equipment of commercial customers.
    (2)[squ] Certain services as described in FAR 22.1003-4(d)(1). The 
offeror [squ] does [squ] does not certify that--
    (i) The services under the contract are offered and sold regularly 
to non-Governmental customers, and are provided by the offeror (or 
subcontractor in the case of an exempt subcontract) to the general 
public in substantial quantities in the course of normal business 
operations;
    (ii) The contract services will be furnished at prices that are, or 
are based on, established catalog or market prices (see FAR 22.1003-
4(d)(2)(iii));
    (iii) Each service employee who will perform the services under the 
contract will spend only a small portion of his or her time (a monthly 
average of less than 20 percent of the available hours on an annualized 
basis, or less than 20 percent of available hours during the contract 
period if the contract period is less than a month) servicing the 
Government contract; and
    (iv) The compensation (wage and fringe benefits) plan for all 
service employees performing work under the contract is the same as that 
used for these employees and equivalent employees servicing commercial 
customers.
    (3) If paragraph (k)(1) or (k)(2) of this clause applies--
    (i) If the offeror does not certify to the conditions in paragraph 
(k)(1) or (k)(2) and the Contracting Officer did not attach a Service 
Contract Act wage determination to the solicitation, the offeror shall 
notify the Contracting Officer as soon as possible; and
    (ii) The Contracting Officer may not make an award to the offeror if 
the offeror fails to execute the certification in paragraph (k)(1) or 
(k)(2) of this clause or to contact the Contracting Officer as required 
in paragraph (k)(3)(i) of this clause.
    (l) Taxpayer Identification Number (TIN) (26 U.S.C. 6109, 31 U.S.C. 
7701). (Not applicable if the offeror is required to provide this 
information to a central contractor registration database to be eligible 
for award.)
    (1) All offerors must submit the information required in paragraphs 
(l)(3) through (l)(5) of this provision to comply with debt collection 
requirements of 31 U.S.C. 7701(c) and 3325(d), reporting requirements of 
26 U.S.C. 6041, 6041A, and 6050M, and implementing regulations issued by 
the Internal Revenue Service (IRS).

[[Page 60]]

    (2) The TIN may be used by the Government to collect and report on 
any delinquent amounts arising out of the offeror's relationship with 
the Government (31 U.S.C. 7701(c)(3)). If the resulting contract is 
subject to the payment reporting requirements described in FAR 4.904, 
the TIN provided hereunder may be matched with IRS records to verify the 
accuracy of the offeror's TIN.
    (3) Taxpayer Identification Number (TIN).
    [squ] TIN: --------------------.
    [squ] TIN has been applied for.
    [squ] TIN is not required because:
    [squ] Offeror is a nonresident alien, foreign corporation, or 
foreign partnership that does not have income effectively connected with 
the conduct of a trade or business in the United States and does not 
have an office or place of business or a fiscal paying agent in the 
United States;
    [squ] Offeror is an agency or instrumentality of a foreign 
government;
    [squ] Offeror is an agency or instrumentality of the Federal 
Government.
    (4) Type of organization.
    [squ] Sole proprietorship;
    [squ] Partnership;
    [squ] Corporate entity (not tax-exempt);
    [squ] Corporate entity (tax-exempt);
    [squ] Government entity (Federal, State, or local);
    [squ] Foreign government;
    [squ] International organization per 26 CFR 1.6049-4;
    [squ] Other ----------.
    (5) Common parent.
    [squ] Offeror is not owned or controlled by a common parent;
    [squ] Name and TIN of common parent:
    Name --------------------.
    TIN --------------------.
    (m) Restricted business operations in Sudan. By submission of its 
offer, the offeror certifies that the offeror does not conduct any 
restricted business operations in Sudan.
    (n) Prohibition on Contracting with Inverted Domestic Corporations. 
(1) Relation to Internal Revenue Code. A foreign entity that is treated 
as an inverted domestic corporation for purposes of the Internal Revenue 
Code at 26 U.S.C. 7874 (or would be except that the inversion 
transactions were completed on or before March 4, 2003), is also an 
inverted domestic corporation for purposes of 6 U.S.C. 395 and for this 
solicitation provision (see FAR 9.108).
    (2) Representation. By submission of its offer, the offeror 
represents that it is not an inverted domestic corporation and is not a 
subsidiary of one.

                           (End of provision)

    Alternate I (APR 2002). As prescribed in 12.301(b)(2), add the 
following paragraph (c)(11) to the basic provision:

    (11) (Complete if the offeror has represented itself as 
disadvantaged in paragraph (c)(4) or (c)(9) of this provision.) [The 
offeror shall check the category in which its ownership falls]:

    --Black American.
    --Hispanic American.
    --Native American (American Indians, Eskimos, Aleuts, or Native 
Hawaiians).
    --Asian-Pacific American (persons with origins from Burma, Thailand, 
Malaysia, Indonesia, Singapore, Brunei, Japan, China, Taiwan, Laos, 
Cambodia (Kampuchea), Vietnam, Korea, The Philippines, U.S. Trust 
Territory of the Pacific Islands (Republic of Palau), Republic of the 
Marshall Islands, Federated States of Micronesia, the Commonwealth of 
the Northern Mariana Islands, Guam, Samoa, Macao, Hong Kong, Fiji, 
Tonga, Kiribati, Tuvalu, or Nauru).
    --Subcontinent Asian (Asian-Indian) American (persons with origins 
from India, Pakistan, Bangladesh, Sri Lanka, Bhutan, the Maldives 
Islands, or Nepal).
    --Individual/concern, other than one of the preceding.

    Alternate II (OCT 2000). As prescribed in 12.301(b)(2), add the 
following paragraph (c)(9)(iii) to the basic provision:

    (iii) Address. The offeror represents that its address --is, --is 
not in a region for which a small disadvantaged business procurement 
mechanism is authorized and its address has not changed since its 
certification as a small disadvantaged business concern or submission of 
its application for certification. The list of authorized small 
disadvantaged business procurement mechanisms and regions is posted at 
http://www.arnet.gov/References/sdbadjustments.htm. The offeror shall 
use the list in effect on the date of this solicitation. ``Address,'' as 
used in this provision, means the address of the offeror as listed on 
the Small Business Administration's register of small disadvantaged 
business concerns or the address on the completed application that the 
concern has submitted to the Small Business Administration or a Private 
Certifier in accordance with 13 CFR part 124,

[[Page 61]]

subpart B. For joint ventures, ``address'' refers to the address of the 
small disadvantaged business concern that is participating in the joint 
venture.

[60 FR 48252, Sept. 18, 1995, as amended at 60 FR 54818, Oct. 26, 1995; 
61 FR 2633, Jan. 26, 1996; 61 FR 31648, June 20, 1996; 62 FR 233, Jan. 
2, 1997; 62 FR 238, 261, Jan. 2, 1997; 63 FR 35724, June 30, 1998; 63 FR 
36124, July 1, 1998; 63 FR 52427, Sept. 30, 1998; 63 FR 58590, Oct. 30, 
1998; 63 FR 70274, 70285, Dec. 18, 1998; 64 FR 10533, Mar. 4, 1999; 64 
FR 32749, June 17, 1999; 64 FR 36224, July 2, 1999; 64 FR 72432, Dec. 
27, 1999; 65 FR 46058, July 26, 2000; 65 FR 60546; Oct. 11, 2000; 65 FR 
80266, Dec. 20, 2000; 66 FR 2134, Jan. 10, 2001; 66 FR 5348, Jan. 18, 
2001; 66 FR 18735, Apr. 11, 2001; 66 FR 66986, 66990, Dec. 27, 2001; 67 
FR 6121, Feb. 8, 2002; 67 FR 13066, Mar. 20, 2002; 67 FR 21536, Apr. 30, 
2002; 67 FR 43520, June 27, 2002; 68 FR 28084, May 22, 2003; 69 FR 1055, 
Jan. 7, 2004; 69 FR 25279, May 5, 2004; 69 76347, Dec. 20, 2004; 69 FR 
77876, Dec. 28, 2004; 70 FR 11742, Mar. 9, 2005; 71 FR 36937, 36941, 
June 28, 2006; 71 FR 57378, Sept. 28, 2006; 71 FR 67777, Nov. 22, 2006; 
72 FR 46332, 46358, Aug. 17, 2007; 72 FR 63081, Nov. 7, 2007; 73 FR 
21799, Apr. 22, 2008; 73 FR 33639, June 12, 2008; 74 FR 2722, 2731, Jan. 
15, 2009; 74 FR 28429, June 15, 2009; 74 FR 31564, July 1, 2009; 74 FR 
40466, Aug. 11, 2009]



52.212-4  Contract Terms and Conditions--Commercial Items.

    As prescribed in 12.301(b)(3), insert the following clause:

       Contract Terms and Conditions--Commercial Items (MAR 2009)

    (a) Inspection/Acceptance. The Contractor shall only tender for 
acceptance those items that conform to the requirements of this 
contract. The Government reserves the right to inspect or test any 
supplies or services that have been tendered for acceptance. The 
Government may require repair or replacement of nonconforming supplies 
or reperformance of nonconforming services at no increase in contract 
price. If repair/replacement or reperformance will not correct the 
defects or is not possible, the Government may seek an equitable price 
reduction or adequate consideration for acceptance of nonconforming 
supplies or services. The Government must exercise its postacceptance 
rights (1) within a reasonable time after the defect was discovered or 
should have been discovered; and (2) before any substantial change 
occurs in the condition of the item, unless the change is due to the 
defect in the item.
    (b) Assignment. The Contractor or its assignee may assign its rights 
to receive payment due as a result of performance of this contract to a 
bank, trust company, or other financing institution, including any 
Federal lending agency in accordance with the Assignment of Claims Act 
(31 U.S.C. 3727). However, when a third party makes payment (e.g., use 
of the Governmentwide commercial purchase card), the Contractor may not 
assign its rights to receive payment under this contract.
    (c) Changes. Changes in the terms and conditions of this contract 
may be made only by written agreement of the parties.
    (d) Disputes. This contract is subject to the Contract Disputes Act 
of 1978, as amended (41 U.S.C. 601-613). Failure of the parties to this 
contract to reach agreement on any request for equitable adjustment, 
claim, appeal or action arising under or relating to this contract shall 
be a dispute to be resolved in accordance with the clause at FAR 52.233-
1, Disputes, which is incorporated herein by reference. The Contractor 
shall proceed diligently with performance of this contract, pending 
final resolution of any dispute arising under the contract.
    (e) Definitions. The clause at FAR 52.202-1, Definitions, is 
incorporated herein by reference.
    (f) Excusable delays. The Contractor shall be liable for default 
unless nonperformance is caused by an occurrence beyond the reasonable 
control of the Contractor and without its fault or negligence such as, 
acts of God or the public enemy, acts of the Government in either its 
sovereign or contractual capacity, fires, floods, epidemics, quarantine 
restrictions, strikes, unusually severe weather, and delays of common 
carriers. The Contractor shall notify the Contracting Officer in writing 
as soon as it is reasonably possible after the commencement of any 
excusable delay, setting forth the full particulars in connection 
therewith, shall remedy such occurrence with all reasonable dispatch, 
and shall promptly give written notice to the Contracting Officer of the 
cessation of such occurrence.
    (g) Invoice. (1) The Contractor shall submit an original invoice and 
three copies (or electronic invoice, if authorized) to the address 
designated in the contract to receive invoices. An invoice must 
include--
    (i) Name and address of the Contractor;
    (ii) Invoice date and number;
    (iii) Contract number, contract line item number and, if applicable, 
the order number;
    (iv) Description, quantity, unit of measure, unit price and extended 
price of the items delivered;
    (v) Shipping number and date of shipment, including the bill of 
lading number and weight of shipment if shipped on Government bill of 
lading;
    (vi) Terms of any discount for prompt payment offered;
    (vii) Name and address of official to whom payment is to be sent;

[[Page 62]]

    (viii) Name, title, and phone number of person to notify in event of 
defective invoice; and
    (ix) Taxpayer Identification Number (TIN). The Contractor shall 
include its TIN on the invoice only if required elsewhere in this 
contract.
    (x) Electronic funds transfer (EFT) banking information.
    (A) The Contractor shall include EFT banking information on the 
invoice only if required elsewhere in this contract.
    (B) If EFT banking information is not required to be on the invoice, 
in order for the invoice to be a proper invoice, the Contractor shall 
have submitted correct EFT banking information in accordance with the 
applicable solicitation provision, contract clause (e.g., 52.232-33, 
Payment by Electronic Funds Transfer--Central Contractor Registration, 
or 52.232-34, Payment by Electronic Funds Transfer--Other Than Central 
Contractor Registration), or applicable agency procedures.
    (C) EFT banking information is not required if the Government waived 
the requirement to pay by EFT.
    (2) Invoices will be handled in accordance with the Prompt Payment 
Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt 
payment regulations at 5 CFR part 1315.
    (h) Patent indemnity. The Contractor shall indemnify the Government 
and its officers, employees and agents against liability, including 
costs, for actual or alleged direct or contributory infringement of, or 
inducement to infringe, any United States or foreign patent, trademark 
or copyright, arising out of the performance of this contract, provided 
the Contractor is reasonably notified of such claims and proceedings.
    (i) Payment--(1) Items accepted. Payment shall be made for items 
accepted by the Government that have been delivered to the delivery 
destinations set forth in this contract.
    (2) Prompt payment. The Government will make payment in accordance 
with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment 
regulations at 5 CFR part 1315.
    (3) Electronic Funds Transfer (EFT). If the Government makes payment 
by EFT, see 52.212-5(b) for the appropriate EFT clause.
    (4) Discount. In connection with any discount offered for early 
payment, time shall be computed from the date of the invoice. For the 
purpose of computing the discount earned, payment shall be considered to 
have been made on the date which appears on the payment check or the 
specified payment date if an electronic funds transfer payment is made.
    (5) Overpayments. If the Contractor becomes aware of a duplicate 
contract financing or invoice payment or that the Government has 
otherwise overpaid on a contract financing or invoice payment, the 
Contractor shall--
    (i) Remit the overpayment amount to the payment office cited in the 
contract along with a description of the overpayment including the--
    (A) Circumstances of the overpayment (e.g., duplicate payment, 
erroneous payment, liquidation errors, date(s) of overpayment);
    (B) Affected contract number and delivery order number, if 
applicable;
    (C) Affected contract line item or subline item, if applicable; and
    (D) Contractor point of contact.
    (ii) Provide a copy of the remittance and supporting documentation 
to the Contracting Officer.
    (6) Interest. (i) All amounts that become payable by the Contractor 
to the Government under this contract shall bear simple interest from 
the date due until paid unless paid within 30 days of becoming due. The 
interest rate shall be the interest rate established by the Secretary of 
the Treasury as provided in Section 611 of the Contract Disputes Act of 
1978 (Public Law 95-563), which is applicable to the period in which the 
amount becomes due, as provided in (i)(6)(v) of this clause, and then at 
the rate applicable for each six-month period as fixed by the Secretary 
until the amount is paid.
    (ii) The Government may issue a demand for payment to the Contractor 
upon finding a debt is due under the contract.
    (iii) Final decisions. The Contracting Officer will issue a final 
decision as required by 33.211 if--
    (A) The Contracting Officer and the Contractor are unable to reach 
agreement on the existence or amount of a debt within 30 days;
    (B) The Contractor fails to liquidate a debt previously demanded by 
the Contracting Officer within the timeline specified in the demand for 
payment unless the amounts were not repaid because the Contractor has 
requested an installment payment agreement; or
    (C) The Contractor requests a deferment of collection on a debt 
previously demanded by the Contracting Officer (see 32.607-2).
    (iv) If a demand for payment was previously issued for the debt, the 
demand for payment included in the final decision shall identify the 
same due date as the original demand for payment.
    (v) Amounts shall be due at the earliest of the following dates:
    (A) The date fixed under this contract.
    (B) The date of the first written demand for payment, including any 
demand for payment resulting from a default termination.
    (vi) The interest charge shall be computed for the actual number of 
calendar days involved beginning on the due date and ending on--
    (A) The date on which the designated office receives payment from 
the Contractor;

[[Page 63]]

    (B) The date of issuance of a Government check to the Contractor 
from which an amount otherwise payable has been withheld as a credit 
against the contract debt; or
    (C) The date on which an amount withheld and applied to the contract 
debt would otherwise have become payable to the Contractor.
    (vii) The interest charge made under this clause may be reduced 
under the procedures prescribed in 32.608-2 of the Federal Acquisition 
Regulation in effect on the date of this contract.
    (j) Risk of loss. Unless the contract specifically provides 
otherwise, risk of loss or damage to the supplies provided under this 
contract shall remain with the Contractor until, and shall pass to the 
Government upon:
    (1) Delivery of the supplies to a carrier, if transportation is 
f.o.b. origin; or
    (2) Delivery of the supplies to the Government at the destination 
specified in the contract, if transportation is f.o.b. destination.
    (k) Taxes. The contract price includes all applicable Federal, 
State, and local taxes and duties.
    (l) Termination for the Government's convenience. The Government 
reserves the right to terminate this contract, or any part hereof, for 
its sole convenience. In the event of such termination, the Contractor 
shall immediately stop all work hereunder and shall immediately cause 
any and all of its suppliers and subcontractors to cease work. Subject 
to the terms of this contract, the Contractor shall be paid a percentage 
of the contract price reflecting the percentage of the work performed 
prior to the notice of termination, plus reasonable charges the 
Contractor can demonstrate to the satisfaction of the Government using 
its standard record keeping system, have resulted from the termination. 
The Contractor shall not be required to comply with the cost accounting 
standards or contract cost principles for this purpose. This paragraph 
does not give the Government any right to audit the Contractor's 
records. The Contractor shall not be paid for any work performed or 
costs incurred which reasonably could have been avoided.
    (m) Termination for cause. The Government may terminate this 
contract, or any part hereof, for cause in the event of any default by 
the Contractor, or if the Contractor fails to comply with any contract 
terms and conditions, or fails to provide the Government, upon request, 
with adequate assurances of future performance. In the event of 
termination for cause, the Government shall not be liable to the 
Contractor for any amount for supplies or services not accepted, and the 
Contractor shall be liable to the Government for any and all rights and 
remedies provided by law. If it is determined that the Government 
improperly terminated this contract for default, such termination shall 
be deemed a termination for convenience.
    (n) Title. Unless specified elsewhere in this contract, title to 
items furnished under this contract shall pass to the Government upon 
acceptance, regardless of when or where the Government takes physical 
possession.
    (o) Warranty. The Contractor warrants and implies that the items 
delivered hereunder are merchantable and fit for use for the particular 
purpose described in this contract.
    (p) Limitation of liability. Except as otherwise provided by an 
express warranty, the Contractor will not be liable to the Government 
for consequential damages resulting from any defect or deficiencies in 
accepted items.
    (q) Other compliances. The Contractor shall comply with all 
applicable Federal, State and local laws, executive orders, rules and 
regulations applicable to its performance under this contract.
    (r) Compliance with laws unique to Government contracts. The 
Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations 
on the use of appropriated funds to influence certain Federal contracts; 
18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 3701, et 
seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58, 
Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C. 2409 relating to 
whistleblower protections; Section 1553 of the American Recovery and 
Reinvestment Act of 2009 relating to whistleblower protections for 
contracts funded under that Act; 49 U.S.C. 40118, Fly American; and 41 
U.S.C. 423 relating to procurement integrity.
    (s) Order of precedence. Any inconsistencies in this solicitation or 
contract shall be resolved by giving precedence in the following order: 
(1) the schedule of supplies/services; (2) the Assignments, Disputes, 
Payments, Invoice, Other Compliances, and Compliance with Laws Unique to 
Government Contracts paragraphs of this clause; (3) the clause at 
52.212-5; (4) addenda to this solicitation or contract, including any 
license agreements for computer software; (5) solicitation provisions if 
this is a solicitation; (6) other paragraphs of this clause; (7) the 
Standard Form 1449; (8) other documents, exhibits, and attachments; and 
(9) the specification.
    (t) Central Contractor Registration (CCR). (1) Unless exempted by an 
addendum to this contract, the Contractor is responsible during 
performance and through final payment of any contract for the accuracy 
and completeness of the data within the CCR database, and for any 
liability resulting from the Government's reliance on inaccurate or 
incomplete data. To remain registered in the CCR database after the 
initial registration, the Contractor is required to review and update on 
an annual basis from the date of initial registration or subsequent 
updates its information in the CCR database to ensure it is current, 
accurate and complete. Updating information in the CCR does not alter 
the

[[Page 64]]

terms and conditions of this contract and is not a substitute for a 
properly executed contractual document.
    (2)(i) If a Contractor has legally changed its business name, 
``doing business as'' name, or division name (whichever is shown on the 
contract), or has transferred the assets used in performing the 
contract, but has not completed the necessary requirements regarding 
novation and change-of-name agreements in FAR subpart 42.12, the 
Contractor shall provide the responsible Contracting Officer a minimum 
of one business day's written notification of its intention to (A) 
change the name in the CCR database; (B) comply with the requirements of 
subpart 42.12; and (C) agree in writing to the timeline and procedures 
specified by the responsible Contracting Officer. The Contractor must 
provide with the notification sufficient documentation to support the 
legally changed name.
    (ii) If the Contractor fails to comply with the requirements of 
paragraph (t)(2)(i) of this clause, or fails to perform the agreement at 
paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly 
executed novation or change-of-name agreement, the CCR information that 
shows the Contractor to be other than the Contractor indicated in the 
contract will be considered to be incorrect information within the 
meaning of the ``Suspension of Payment'' paragraph of the electronic 
funds transfer (EFT) clause of this contract.
    (3) The Contractor shall not change the name or address for EFT 
payments or manual payments, as appropriate, in the CCR record to 
reflect an assignee for the purpose of assignment of claims (see Subpart 
32.8, Assignment of Claims). Assignees shall be separately registered in 
the CCR database. Information provided to the Contractor's CCR record 
that indicates payments, including those made by EFT, to an ultimate 
recipient other than that Contractor will be considered to be incorrect 
information within the meaning of the ``Suspension of payment'' 
paragraph of the EFT clause of this contract.
    (4) Offerors and Contractors may obtain information on registration 
and annual confirmation requirements via the internet at http://
www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

                             (End of clause)

    Alternate I (OCT 2008). When a time-and-materials or labor-hour 
contract is contemplated, substitute the following paragraphs (a), (e), 
(i) and (l) for those in the basic clause.

    (a) Inspection/Acceptance. (1) The Government has the right to 
inspect and test all materials furnished and services performed under 
this contract, to the extent practicable at all places and times, 
including the period of performance, and in any event before acceptance. 
The Government may also inspect the plant or plants of the Contractor or 
any subcontractor engaged in contract performance. The Government will 
perform inspections and tests in a manner that will not unduly delay the 
work.
    (2) If the Government performs inspection or tests on the premises 
of the Contractor or a subcontractor, the Contractor shall furnish and 
shall require subcontractors to furnish all reasonable facilities and 
assistance for the safe and convenient performance of these duties.
    (3) Unless otherwise specified in the contract, the Government will 
accept or reject services and materials at the place of delivery as 
promptly as practicable after delivery, and they will be presumed 
accepted 60 days after the date of delivery, unless accepted earlier.
    (4) At any time during contract performance, but not later than 6 
months (or such other time as may be specified in the contract) after 
acceptance of the services or materials last delivered under this 
contract, the Government may require the Contractor to replace or 
correct services or materials that at time of delivery failed to meet 
contract requirements. Except as otherwise specified in paragraph (a)(6) 
of this clause, the cost of replacement or correction shall be 
determined under paragraph (i) of this clause, but the ``hourly rate'' 
for labor hours incurred in the replacement or correction shall be 
reduced to exclude that portion of the rate attributable to profit. 
Unless otherwise specified below, the portion of the ``hourly rate'' 
attributable to profit shall be 10 percent. The Contractor shall not 
tender for acceptance materials and services required to be replaced or 
corrected without disclosing the former requirement for replacement or 
correction, and, when required, shall disclose the corrective action 
taken. [Insert portion of labor rate attributable to profit.]
    (5)(i) If the Contractor fails to proceed with reasonable promptness 
to perform required replacement or correction, and if the replacement or 
correction can be performed within the ceiling price (or the ceiling 
price as increased by the Government), the Government may--
    (A) By contract or otherwise, perform the replacement or correction, 
charge to the Contractor any increased cost, or deduct such increased 
cost from any amounts paid or due under this contract; or
    (B) Terminate this contract for cause.
    (ii) Failure to agree to the amount of increased cost to be charged 
to the Contractor shall be a dispute under the Disputes clause of the 
contract.
    (6) Notwithstanding paragraphs (a)(4) and (5) above, the Government 
may at any time require the Contractor to remedy by correction or 
replacement, without cost to the

[[Page 65]]

Government, any failure by the Contractor to comply with the 
requirements of this contract, if the failure is due to--
    (i) Fraud, lack of good faith, or willful misconduct on the part of 
the Contractor's managerial personnel; or
    (ii) The conduct of one or more of the Contractor's employees 
selected or retained by the Contractor after any of the Contractor's 
managerial personnel has reasonable grounds to believe that the employee 
is habitually careless or unqualified.
    (7) This clause applies in the same manner and to the same extent to 
corrected or replacement materials or services as to materials and 
services originally delivered under this contract.
    (8) The Contractor has no obligation or liability under this 
contract to correct or replace materials and services that at time of 
delivery do not meet contract requirements, except as provided in this 
clause or as may be otherwise specified in the contract.
    (9) Unless otherwise specified in the contract, the Contractor's 
obligation to correct or replace Government-furnished property shall be 
governed by the clause pertaining to Government property.
    (e) Definitions. (1) The clause at FAR 52.202-1, Definitions, is 
incorporated herein by reference. As used in this clause--
    (i) Direct materials means those materials that enter directly into 
the end product, or that are used or consumed directly in connection 
with the furnishing of the end product or service.
    (ii) Hourly rate means the rate(s) prescribed in the contract for 
payment for labor that meets the labor category qualifications of a 
labor category specified in the contract that are--
    (A) Performed by the contractor;
    (B) Performed by the subcontractors; or
    (C) Transferred between divisions, subsidiaries, or affiliates of 
the contractor under a common control.
    (iii) Materials means--
    (A) Direct materials, including supplies transferred between 
divisions, subsidiaries, or affiliates of the contractor under a common 
control;
    (B) Subcontracts for supplies and incidental services for which 
there is not a labor category specified in the contract;
    (C) Other direct costs (e.g., incidental services for which there is 
not a labor category specified in the contract, travel, computer usage 
charges, etc.);
    (D) The following subcontracts for services which are specifically 
excluded from the hourly rate: [Insert any subcontracts for services to 
be excluded from the hourly rates prescribed in the schedule.]; and
    (E) Indirect costs specifically provided for in this clause.
    (iv) Subcontract means any contract, as defined in FAR Subpart 2.1, 
entered into with a subcontractor to furnish supplies or services for 
performance of the prime contract or a subcontract including transfers 
between divisions, subsidiaries, or affiliates of a contractor or 
subcontractor. It includes, but is not limited to, purchase orders, and 
changes and modifications to purchase orders.
    (i) Payments. (1) Services accepted. Payment shall be made for 
services accepted by the Government that have been delivered to the 
delivery destination(s) set forth in this contract. The Government will 
pay the Contractor as follows upon the submission of commercial invoices 
approved by the Contracting Officer:
    (i) Hourly rate.
    (A) The amounts shall be computed by multiplying the appropriate 
hourly rates prescribed in the contract by the number of direct labor 
hours performed. Fractional parts of an hour shall be payable on a 
prorated basis.
    (B) The rates shall be paid for all labor performed on the contract 
that meets the labor qualifications specified in the contract. Labor 
hours incurred to perform tasks for which labor qualifications were 
specified in the contract will not be paid to the extent the work is 
performed by individuals that do not meet the qualifications specified 
in the contract, unless specifically authorized by the Contracting 
Officer.
    (C) Invoices may be submitted once each month (or at more frequent 
intervals, if approved by the Contracting Officer) to the Contracting 
Officer or the authorized representative.
    (D) When requested by the Contracting Officer or the authorized 
representative, the Contractor shall substantiate invoices (including 
any subcontractor hours reimbursed at the hourly rate in the schedule) 
by evidence of actual payment, individual daily job timecards, records 
that verify the employees meet the qualifications for the labor 
categories specified in the contract, or other substantiation specified 
in the contract.
    (E) Unless the Schedule prescribes otherwise, the hourly rates in 
the Schedule shall not be varied by virtue of the Contractor having 
performed work on an overtime basis.
    (1) If no overtime rates are provided in the Schedule and the 
Contracting Officer approves overtime work in advance, overtime rates 
shall be negotiated.
    (2) Failure to agree upon these overtime rates shall be treated as a 
dispute under the Disputes clause of this contract.
    (3) If the Schedule provides rates for overtime, the premium portion 
of those rates will be reimbursable only to the extent the overtime is 
approved by the Contracting Officer.
    (ii) Materials.
    (A) If the Contractor furnishes materials that meet the definition 
of a commercial item at FAR 2.101, the price to be paid for

[[Page 66]]

such materials shall be the contractor's established catalog or market 
price, adjusted to reflect the--
    (1) Quantities being acquired; and
    (2) Any modifications necessary because of contract requirements.
    (B) Except as provided for in paragraph (i)(1)(ii)(A) and (D)(2) of 
this clause, the Government will reimburse the Contractor the actual 
cost of materials (less any rebates, refunds, or discounts received by 
the contractor that are identifiable to the contract) provided the 
Contractor--
    (1) Has made payments for materials in accordance with the terms and 
conditions of the agreement or invoice; or
    (2) Makes these payments within 30 days of the submission of the 
Contractor's payment request to the Government and such payment is in 
accordance with the terms and conditions of the agreement or invoice.
    (C) To the extent able, the Contractor shall--
    (1) Obtain materials at the most advantageous prices available with 
due regard to securing prompt delivery of satisfactory materials; and
    (2) Give credit to the Government for cash and trade discounts, 
rebates, scrap, commissions, and other amounts that are identifiable to 
the contract.
    (D) Other Costs. Unless listed below, other direct and indirect 
costs will not be reimbursed.
    (1) Other Direct Costs. The Government will reimburse the Contractor 
on the basis of actual cost for the following, provided such costs 
comply with the requirements in paragraph (i)(1)(ii)(B) of this clause: 
[Insert each element of other direct costs (e.g., travel, computer usage 
charges, etc. Insert ``None'' if no reimbursement for other direct costs 
will be provided. If this is an indefinite delivery contract, the 
Contracting Officer may insert ``Each order must list separately the 
elements of other direct charge(s) for that order or, if no 
reimbursement for other direct costs will be provided, insert `None'''.]
    (2) Indirect Costs (Material Handling, Subcontract Administration, 
etc.). The Government will reimburse the Contractor for indirect costs 
on a pro-rata basis over the period of contract performance at the 
following fixed price: [Insert a fixed amount for the indirect costs and 
payment schedule. Insert ``$0'' if no fixed price reimbursement for 
indirect costs will be provided. (If this is an indefinite delivery 
contract, the Contracting Officer may insert ``Each order must list 
separately the fixed amount for the indirect costs and payment schedule 
or, if no reimbursement for indirect costs, insert `None').'']
    (2) Total cost. It is estimated that the total cost to the 
Government for the performance of this contract shall not exceed the 
ceiling price set forth in the Schedule and the Contractor agrees to use 
its best efforts to perform the work specified in the Schedule and all 
obligations under this contract within such ceiling price. If at any 
time the Contractor has reason to believe that the hourly rate payments 
and material costs that will accrue in performing this contract in the 
next succeeding 30 days, if added to all other payments and costs 
previously accrued, will exceed 85 percent of the ceiling price in the 
Schedule, the Contractor shall notify the Contracting Officer giving a 
revised estimate of the total price to the Government for performing 
this contract with supporting reasons and documentation. If at any time 
during the performance of this contract, the Contractor has reason to 
believe that the total price to the Government for performing this 
contract will be substantially greater or less than the then stated 
ceiling price, the Contractor shall so notify the Contracting Officer, 
giving a revised estimate of the total price for performing this 
contract, with supporting reasons and documentation. If at any time 
during performance of this contract, the Government has reason to 
believe that the work to be required in performing this contract will be 
substantially greater or less than the stated ceiling price, the 
Contracting Officer will so advise the Contractor, giving the then 
revised estimate of the total amount of effort to be required under the 
contract.
    (3) Ceiling price. The Government will not be obligated to pay the 
Contractor any amount in excess of the ceiling price in the Schedule, 
and the Contractor shall not be obligated to continue performance if to 
do so would exceed the ceiling price set forth in the Schedule, unless 
and until the Contracting Officer notifies the Contractor in writing 
that the ceiling price has been increased and specifies in the notice a 
revised ceiling that shall constitute the ceiling price for performance 
under this contract. When and to the extent that the ceiling price set 
forth in the Schedule has been increased, any hours expended and 
material costs incurred by the Contractor in excess of the ceiling price 
before the increase shall be allowable to the same extent as if the 
hours expended and material costs had been incurred after the increase 
in the ceiling price.
    (4) Access to records. At any time before final payment under this 
contract, the Contracting Officer (or authorized representative) will 
have access to the following (access shall be limited to the listing 
below unless otherwise agreed to by the Contractor and the Contracting 
Officer):
    (i) Records that verify that the employees whose time has been 
included in any invoice meet the qualifications for the labor categories 
specified in the contract;
    (ii) For labor hours (including any subcontractor hours reimbursed 
at the hourly rate in the schedule), when timecards are required as 
substantiation for payment--

[[Page 67]]

    (A) The original timecards (paper-based or electronic);
    (B) The Contractor's timekeeping procedures;
    (C) Contractor records that show the distribution of labor between 
jobs or contracts; and
    (D) Employees whose time has been included in any invoice for the 
purpose of verifying that these employees have worked the hours shown on 
the invoices.
    (iii) For material and subcontract costs that are reimbursed on the 
basis of actual cost--
    (A) Any invoices or subcontract agreements substantiating material 
costs; and
    (B) Any documents supporting payment of those invoices.
    (5) Overpayments/Underpayments. Each payment previously made shall 
be subject to reduction to the extent of amounts, on preceding invoices, 
that are found by the Contracting Officer not to have been properly 
payable and shall also be subject to reduction for overpayments or to 
increase for underpayments. The Contractor shall promptly pay any such 
reduction within 30 days unless the parties agree otherwise. The 
Government within 30 days will pay any such increases, unless the 
parties agree otherwise. The Contractor's payment will be made by check. 
If the Contractor becomes aware of a duplicate invoice payment or that 
the Government has otherwise overpaid on an invoice payment, the 
Contractor shall--
    (i) Remit the overpayment amount to the payment office cited in the 
contract along with a description of the overpayment including the--
    (A) Circumstances of the overpayment (e.g., duplicate payment, 
erroneous payment, liquidation errors, date(s) of overpayment);
    (B) Affected contract number and delivery order number, if 
applicable;
    (C) Affected contract line item or subline item, if applicable; and
    (D) Contractor point of contact.
    (ii) Provide a copy of the remittance and supporting documentation 
to the Contracting Officer.
    (6)(i) All amounts that become payable by the Contractor to the 
Government under this contract shall bear simple interest from the date 
due until paid unless paid within 30 days of becoming due. The interest 
rate shall be the interest rate established by the Secretary of the 
Treasury, as provided in section 611 of the Contract Disputes Act of 
1978 (Public Law 95-563), which is applicable to the period in which the 
amount becomes due, and then at the rate applicable for each six month 
period as established by the Secretary until the amount is paid.
    (ii) The Government may issue a demand for payment to the Contractor 
upon finding a debt is due under the contract.
    (iii) Final Decisions. The Contracting Officer will issue a final 
decision as required by 33.211 if--
    (A) The Contracting Officer and the Contractor are unable to reach 
agreement on the existence or amount of a debt in a timely manner;
    (B) The Contractor fails to liquidate a debt previously demanded by 
the Contracting Officer within the timeline specified in the demand for 
payment unless the amounts were not repaid because the Contractor has 
requested an installment payment agreement; or
    (C) The Contractor requests a deferment of collection on a debt 
previously demanded by the Contracting Officer (see FAR 32.607-2).
    (iv) If a demand for payment was previously issued for the debt, the 
demand for payment included in the final decision shall identify the 
same due date as the original demand for payment.
    (v) Amounts shall be due at the earliest of the following dates:
    (A) The date fixed under this contract.
    (B) The date of the first written demand for payment, including any 
demand for payment resulting from a default termination.
    (vi) The interest charge shall be computed for the actual number of 
calendar days involved beginning on the due date and ending on--
    (A) The date on which the designated office receives payment from 
the Contractor;
    (B) The date of issuance of a Government check to the Contractor 
from which an amount otherwise payable has been withheld as a credit 
against the contract debt; or
    (C) The date on which an amount withheld and applied to the contract 
debt would otherwise have become payable to the Contractor.
    (vii) The interest charge made under this clause may be reduced 
under the procedures prescribed in 32.608-2 of the Federal Acquisition 
Regulation in effect on the date of this contract.
    (viii) Upon receipt and approval of the invoice designated by the 
Contractor as the ``completion invoice'' and supporting documentation, 
and upon compliance by the Contractor with all terms of this contract, 
any outstanding balances will be paid within 30 days unless the parties 
agree otherwise. The completion invoice, and supporting documentation, 
shall be submitted by the Contractor as promptly as practicable 
following completion of the work under this contract, but in no event 
later than 1 year (or such longer period as the Contracting Officer may 
approve in writing) from the date of completion.
    (7) Release of claims. The Contractor, and each assignee under an 
assignment entered into under this contract and in effect at the time of 
final payment under this contract, shall execute and deliver, at the 
time of and

[[Page 68]]

as a condition precedent to final payment under this contract, a release 
discharging the Government, its officers, agents, and employees of and 
from all liabilities, obligations, and claims arising out of or under 
this contract, subject only to the following exceptions.
    (i) Specified claims in stated amounts, or in estimated amounts if 
the amounts are not susceptible to exact statement by the Contractor.
    (ii) Claims, together with reasonable incidental expenses, based 
upon the liabilities of the Contractor to third parties arising out of 
performing this contract, that are not known to the Contractor on the 
date of the execution of the release, and of which the Contractor gives 
notice in writing to the Contracting Officer not more than 6 years after 
the date of the release or the date of any notice to the Contractor that 
the Government is prepared to make final payment, whichever is earlier.
    (iii) Claims for reimbursement of costs (other than expenses of the 
Contractor by reason of its indemnification of the Government against 
patent liability), including reasonable incidental expenses, incurred by 
the Contractor under the terms of this contract relating to patents.
    (8) Prompt payment. The Government will make payment in accordance 
with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment 
regulations at 5 CFR part 1315.
    (9) Electronic Funds Transfer (EFT). If the Government makes payment 
by EFT, see 52.212-5(b) for the appropriate EFT clause.
    (10) Discount. In connection with any discount offered for early 
payment, time shall be computed from the date of the invoice. For the 
purpose of computing the discount earned, payment shall be considered to 
have been made on the date that appears on the payment check or the 
specified payment date if an electronic funds transfer payment is made.
    (l) Termination for the Government's convenience. The Government 
reserves the right to terminate this contract, or any part hereof, for 
its sole convenience. In the event of such termination, the Contractor 
shall immediately stop all work hereunder and shall immediately cause 
any and all of its suppliers and subcontractors to cease work. Subject 
to the terms of this contract, the Contractor shall be paid an amount 
for direct labor hours (as defined in the Schedule of the contract) 
determined by multiplying the number of direct labor hours expended 
before the effective date of termination by the hourly rate(s) in the 
contract, less any hourly rate payments already made to the Contractor 
plus reasonable charges the Contractor can demonstrate to the 
satisfaction of the Government using its standard record keeping system 
that have resulted from the termination. The Contractor shall not be 
required to comply with the cost accounting standards or contract cost 
principles for this purpose. This paragraph does not give the Government 
any right to audit the Contractor's records. The Contractor shall not be 
paid for any work performed or costs incurred that reasonably could have 
been avoided.

[60 FR 48254, Sept. 18, 1995, as amended at 61 FR 45773, Aug. 29, 1996; 
62 FR 12711, Mar. 14, 1997; 63 FR 9052, Feb. 23, 1998; 64 FR 10542, Mar. 
4, 1999; 66 FR 2139, Jan. 10, 2001; 66 FR 53485, Oct. 22, 2001; 66 FR 
65350, Dec. 18, 2001; 68 FR 56675, 56683, Oct. 1, 2003; 70 FR 57455, 
Sept. 30, 2005; 71 FR 74677, Dec. 12, 2006; 73 FR 54005, Sept. 17, 2008; 
74 FR 14636, Mar. 31, 2009]



52.212-5  Contract Terms and Conditions Required To Implement Statutes or 

Executive Orders--Commercial Items.

    As prescribed in 12.301(b)(4), insert the following clause:

    Contract Terms and Conditions Required To Implement Statutes or 
              Executive Orders--Commercial Items (SEP 2009)

    (a) The Contractor shall comply with the following Federal 
Acquisition Regulation (FAR) clauses, which are incorporated in this 
contract by reference, to implement provisions of law or Executive 
orders applicable to acquisitions of commercial items:
    (1) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 
U.S.C. 7104(g)).
    (2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).
    (3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) 
(Pub. L. 108-77, 108-78).
    (b) The Contractor shall comply with the FAR clauses in this 
paragraph (b) that the Contracting Officer has indicated as being 
incorporated in this contract by reference to implement provisions of 
law or Executive orders applicable to acquisitions of commercial items: 
[Contracting Officer check as appropriate.]
    ------(1) 52.203-6, Restrictions on Subcontractor Sales to the 
Government (SEP 2006), with Alternate I (OCT 1995) (41 U.S.C. 253g and 
10 U.S.C. 2402).
    ------(2) 52.203-13, Contractor Code of Business Ethics and Conduct 
(DEC 2008)(Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).
    ------(3) 52.203-15, Whistleblower Protections under the American 
Recovery and Reinvestment Act of 2009 (MAR 2009) (Section 1553 of Pub. 
L. 111-5). (Applies to contracts funded by the American Recovery and 
Reinvestment Act of 2009.)
    ------(4) 52.204-11, American Recovery and Reinvestment Act--
Reporting Requirements (MAR 2009) (Pub. L. 111-5).

[[Page 69]]

    ------(5) 52.219-3, Notice of Total HUBZone Set-Aside (JAN 1999) (15 
U.S.C. 657a).
    ------(6) 52.219-4, Notice of Price Evaluation Preference for 
HUBZone Small Business Concerns (JUL 2005) (if the offeror elects to 
waive the preference, it shall so indicate in its offer) (15 U.S.C. 
657a).
    ------(7) [Reserved]
    ------(8)(i) 52.219-6, Notice of Total Small Business Set-Aside (JUN 
2003) (15 U.S.C. 644).
    ------(ii) Alternate I (OCT 1995) of 52.219-6.
    ------(iii) Alternate II (MAR 2004) of 52.219-6.
    ------(9)(i) 52.219-7, Notice of Partial Small Business Set-Aside 
(JUN 2003) (15 U.S.C. 644).
    ------(ii) Alternate I (OCT 1995) of 52.219-7.
    ------(iii) Alternate II (MAR 2004) of 52.219-7.
    ------(10) 52.219-8, Utilization of Small Business Concerns (MAY 
2004) (15 U.S.C. 637 (d)(2) and (3)).
    ------(11)(i) 52.219-9, Small Business Subcontracting Plan (APR 
2008) (15 U.S.C. 637(d)(4).
    ------(ii) Alternate I (OCT 2001) of 52.219-9.
    ------(iii) Alternate II (OCT 2001) of 52.219-9.
    ------(12) 52.219-14, Limitations on Subcontracting (DEC 1996) (15 
U.S.C. 637(a)(14)).
    ------(13) 52.219-16, Liquidated Damages--Subcontracting Plan (JAN 
1999) (15 U.S.C. 637(d)(4)(F)(i)).
    ------(14)(i) 52.219-23, Notice of Price Evaluation Adjustment for 
Small Disadvantaged Business Concerns (OCT 2008) (10 U.S.C. 2323)(if the 
offeror elects to waive the adjustment, it shall so indicate in its 
offer.)
    ------(ii) Alternate I (JUN 2003) of 52.219-23.
    ------(15) 52.219-25, Small Disadvantaged Business Participation 
Program--Disadvantaged Status and Reporting (APR 2008) (Pub. L. 103-355, 
section 7102, and 10 U.S.C. 2323).
    ------(16) 52.219-26, Small Disadvantaged Business Participation 
Program--Incentive Subcontracting (OCT 2000) (Pub. L. 103-355, section 
7102, and 10 U.S.C. 2323).
    ------(17) 52.219-27, Notice of Total Service-Disabled Veteran-Owned 
Small Business Set-Aside (MAY 2004)(15 U.S.C. 657 f).
    ------(18) 52.219-28, Post Award Small Business Program 
Rerepresentation (APR 2009) (15 U.S.C. 632(a)(2)).
    ------(19) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).
    ---- (20) 52.222-19, Child Labor--Cooperation with Authorities and 
Remedies (Aug 09) (E.O. 13126).
    ------(21) 52.222-21, Prohibition of Segregated Facilities (FEB 
1999).
    ------(22) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).
    ------(23) 52.222-35, Equal Opportunity for Special Disabled 
Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 
2006) (38 U.S.C. 4212).
    ------(24) 52.222-36, Affirmative Action for Workers with 
Disabilities (JUN 1998) (29 U.S.C. 793).
    ------(25) 52.222-37, Employment Reports on Special Disabled 
Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 
2006) (38 U.S.C. 4212).
    ------(26) 52.222-39, Notification of Employee Rights Concerning 
Payment of Union Dues or Fees (DEC 2004) (E.O. 13201).
    ------(27) 52.222-54, Employment Eligibility Verification (JAN 
2009). (Executive Order 12989). (Not applicable to the acquisition of 
commercially available off-the-shelf items or certain other types of 
commercial items as prescribed in 22.1803.)
    ------(28)(i) 52.223-9, Estimate of Percentage of Recovered Material 
Content for EPA-Designated Items (May 2008) (42 U.S.C. 
6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially 
available off-the-shelf items.)
    ------(ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 
6962(i)(2)(C)). (Not applicable to the acquisition of commercially 
available off-the-shelf items.)
    ------(29) 52.223-15, Energy Efficiency in Energy-Consuming Products 
(DEC 2007) (42 U.S.C. 8259b).
    ------(30)(i) 52.223-16, IEEE 1680 Standard for the Environmental 
Assessment of Personal Computer Products (DEC 2007) (E.O. 13423).
    ------(ii) Alternate I (DEC 2007) of 52.223-16.
    ------(31) 52.225-1, Buy American Act--Supplies (FEB 2009) (41 
U.S.C. 10a-10d).
    ------(32)(i) 52.225-3, Buy American Act--Free Trade Agreements--
Israeli Trade Act (JUN 2009) (41 U.S.C. 10a-10d, 19 U.S.C. 3301 note, 19 
U.S.C. 2112 note, 19 U.S.C. 3805 note, Pub. L. 108-77, 108-78, 108-286, 
108-302, 109-53, 109-169, 109-283, and 110-138).
    ------(ii) Alternate I (JAN 2004) of 52.225-3.
    ------(iii) Alternate II (JAN 2004) of 52.225-3.
    ---- (33) 52.225-5, Trade Agreements (Aug 09) (19 U.S.C. 2501, et 
seq., 19 U.S.C. 3301 note).
    ------(34) 52.225-13, Restrictions on Certain Foreign Purchases (JUN 
2008) (E.O.'s, proclamations, and statutes administered by the Office of 
Foreign Assets Control of the Department of the Treasury.
    ------(35) 52.226-4, Notice of Disaster or Emergency Area Set-Aside 
(NOV 2007) (42 U.S.C. 5150).
    ------(36) 52.226-5, Restrictions on Subcontracting Outside Disaster 
or Emergency Area (NOV 2007) (42 U.S.C. 5150).
    ------(37) 52.232-29, Terms for Financing of Purchases of Commercial 
Items (FEB 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).
    ------(38) 52.232-30, Installment Payments for Commercial Items (OCT 
1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).
    ------(39) 52.232-33, Payment by Electronic Funds Transfer--Central 
Contractor Registration (OCT 2003) (31 U.S.C. 3332).
    ------(40) 52.232-34, Payment by Electronic Funds Transfer--Other 
than Central Contractor Registration (MAY 1999) (31 U.S.C. 3332).

[[Page 70]]

    ------(41) 52.232-36, Payment by Third Party (MAY 1999) (31 U.S.C. 
3332).
    ------(42) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 
U.S.C. 552a).
    ------(43)(i) 52.247-64, Preference for Privately Owned U.S.-Flag 
Commercial Vessels (FEB 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 
2631).
    ------(ii) Alternate I (APR 2003) of 52.247-64.
    (c) The Contractor shall comply with the FAR clauses in this 
paragraph (c), applicable to commercial services, that the Contracting 
Officer has indicated as being incorporated in this contract by 
reference to implement provisions of law or Executive orders applicable 
to acquisitions of commercial items: [Contracting Officer check as 
appropriate.]
    ------(1) 52.222-41, Service Contract Act of 1965 ``(Nov 2007)'' (41 
U.S.C. 351, et seq.).
    ------(2) 52.222-42, Statement of Equivalent Rates for Federal Hires 
(MAY 1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).
    ------(3) 52.222-43, Fair Labor Standards Act and Service Contract 
Act--Price Adjustment (Multiple Year and Option Contracts) (SEP 2009) 
(29 U.S.C. 206 and 41 U.S.C. 351, et seq.).
    ------(4) 52.222-44, Fair Labor Standards Act and Service Contract 
Act--Price Adjustment (SEP 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et 
seq.).
    ------(5) 52.222-51, Exemption from Application of the Service 
Contract Act to Contracts for Maintenance, Calibration, or Repair of 
Certain Equipment--Requirements ``(Nov 2007)'' (41 U.S.C. 351, et seq.).
    ------(6) 52.222-53, Exemption from Application of the Service 
Contract Act to Contracts for Certain Services--Requirements (FEB 2009) 
(41 U.S.C. 351, et seq.).
    ------(7) 52.226-6, Promoting Excess Food Donation to Nonprofit 
Organizations. (MAR 2009) (Pub. L. 110-247).
    ------(8) 52.237-11, Accepting and Dispensing of $1 Coin (SEP 2008) 
(31 U.S.C. 5112(p)(1)).
    (d) Comptroller General Examination of Record. The Contractor shall 
comply with the provisions of this paragraph (d) if this contract was 
awarded using other than sealed bid, is in excess of the simplified 
acquisition threshold, and does not contain the clause at 52.215-2, 
Audit and Records--Negotiation.
    (1) The Comptroller General of the United States, or an authorized 
representative of the Comptroller General, shall have access to and 
right to examine any of the Contractor's directly pertinent records 
involving transactions related to this contract.
    (2) The Contractor shall make available at its offices at all 
reasonable times the records, materials, and other evidence for 
examination, audit, or reproduction, until 3 years after final payment 
under this contract or for any shorter period specified in FAR Subpart 
4.7, Contractor Records Retention, of the other clauses of this 
contract. If this contract is completely or partially terminated, the 
records relating to the work terminated shall be made available for 3 
years after any resulting final termination settlement. Records relating 
to appeals under the disputes clause or to litigation or the settlement 
of claims arising under or relating to this contract shall be made 
available until such appeals, litigation, or claims are finally 
resolved.
    (3) As used in this clause, records include books, documents, 
accounting procedures and practices, and other data, regardless of type 
and regardless of form. This does not require the Contractor to create 
or maintain any record that the Contractor does not maintain in the 
ordinary course of business or pursuant to a provision of law.
    (e)(1) Notwithstanding the requirements of the clauses in paragraphs 
(a), (b), (c), and (d) of this clause, the Contractor is not required to 
flow down any FAR clause, other than those in this paragraph (e)(1) of 
this paragraph in a subcontract for commercial items. Unless otherwise 
indicated below, the extent of the flow down shall be as required by the 
clause--
    (i) 52.203-13, Contractor Code of Business Ethics and Conduct (DEC 
2008) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).
    (ii) 52.219-8, Utilization of Small Business Concerns (October 2000) 
(15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further 
subcontracting opportunities. If the subcontract (except subcontracts to 
small business concerns) exceeds $550,000 ($1,000,000 for construction 
of any public facility), the subcontractor must include 52.219-8 in 
lower tier subcontracts that offer subcontracting opportunities.
    (iii) [Reserved]
    (iv) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).
    (v) 52.222-35, Equal Opportunity for Special Disabled Veterans, 
Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 
U.S.C. 4212).
    (vi) 52.222-36, Affirmative Action for Workers with Disabilities 
(JUN 1998) (29 U.S.C. 793).
    (vii) 52.222-39, Notification of Employee Rights Concerning Payment 
of Union Dues or Fees (DEC 2004) (E.O. 13201).
    (viii) 52.222-41, Service Contract Act of 1965 ``(Nov 2007)'' (41 
U.S.C. 351, et seq.).
    (ix) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 
U.S.C. 7104(g)).
    ----Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).
    (x) 52.222-51, Exemption from Application of the Service Contract 
Act to Contracts for Maintenance, Calibration, or Repair of Certain 
Equipment--Requirements ``(Nov 2007)'' (41 U.S.C. 351, et seq.).
    (xi) 52.222-53, Exemption from Application of the Service Contract 
Act to Contracts for

[[Page 71]]

Certain Services-Requirements (FEB 2009)(41 U.S.C. 351, et seq.).
    (xii) 52.222-54, Employment Eligibility Verification (Jan 2009).
    (xiii) 52.226-6, Promoting Excess Food Donation to Nonprofit 
Organizations. (MAR 2009) (Pub. L. 110-247). Flow down required in 
accordance with paragraph (e) of FAR clause 52.226-6.
    (xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial 
Vessels (FEB 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631). Flow 
down required in accordance with paragraph (d) of FAR clause 52.247-64.
    (2) While not required, the contractor May include in its 
subcontracts for commercial items a minimal number of additional clauses 
necessary to satisfy its contractual obligations.

                             (End of clause)

    Alternate I (FEB 2000). As prescribed in 12.301(b)(4), delete 
paragraph (d) from the basic clause, redesignate paragraph (e) as 
paragraph (d), and revise the reference to ``paragraphs (a), (b), (c), 
or (d) of this clause'' in the redesignated paragraph (d) to read 
``paragraphs (a), (b), and (c) of this clause''.
    Alternate II (MAY 2009). As prescribed in 12.301(b)(4)(ii), 
substitute the following paragraphs (d)(1) and (e)(1) for paragraphs 
(d)(1) and (e)(1) of the basic clause as follows:

    (d)(1) The Comptroller General of the United States, an appropriate 
Inspector General appointed under section 3 or 8G of the Inspector 
General Act of 1978 (5 U.S.C. App.), or an authorized representative of 
either of the foregoing officials shall have access to and right to--
    (i) Examine any of the Contractor's or any subcontractors' records 
that pertain to, and involve transactions relating to, this contract; 
and
    (ii) Interview any officer or employee regarding such transactions.
    (e)(1) Notwithstanding the requirements of the clauses in paragraphs 
(a), (b), and (c), of this clause, the Contractor is not required to 
flow down any FAR clause in a subcontract for commercial items, other 
than--
    (i) Paragraph (d) of this clause. This paragraph flows down to all 
subcontracts, except the authority of the Inspector General under 
paragraph (d)(1)(ii) does not flow down; and
    (ii) Those clauses listed in this paragraph (e)(1). Unless otherwise 
indicated below, the extent of the flow down shall be as required by the 
clause--
    (A) 52.203-13, Contractor Code of Business Ethics and Conduct (Dec 
2008) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).
    (B) 52.203-15, Whistleblower Protections Under the American Recovery 
and Reinvestment Act of 2009 (MAR 2009) (Section 1553 of Pub. L. 111-5).
    (C) 52.219-8, Utilization of Small Business Concerns (May 2004) (15 
U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further 
subcontracting opportunities. If the subcontract (except subcontracts to 
small business concerns) exceeds $550,000 ($1,000,000 for construction 
of any public facility), the subcontractor must include 52.219-8 in 
lower tier subcontracts that offer subcontracting opportunities.
    (D) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).
    (E) 52.222-35, Equal Opportunity for Special Disabled Veterans, 
Veterans of the Vietnam Era, and Other Eligible Veterans (Sept 2006) (38 
U.S.C. 4212).
    (F) 52.222-36, Affirmative Action for Workers with Disabilities 
(June 1998) (29 U.S.C. 793).
    (G) 52.222-39, Notification of Employee Rights Concerning Payment of 
Union Dues or Fees (Dec 2004) (E.O. 13201).
    (H) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 
351, et seq.).
    (I) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 
U.S.C. 7104(g)).
    (J) 52.222-51, Exemption from Application of the Service Contract 
Act to Contracts for Maintenance, Calibration, or Repair of Certain 
Equipment-Requirements (Nov 2007) (41 U.S.C. 351, et seq.).
    (K) 52.222-53, Exemption from Application of the Service Contract 
Act to Contracts for Certain Services-Requirements (Feb 2009) (41 U.S.C. 
351, et seq.).
    (L) 52.222-54, Employment Eligibility Verification (Jan 2009).
    (M) 52.226-6, Promoting Excess Food Donation to Nonprofit 
Organizations. (Mar 2009) (Pub. L. 110-247). Flow down required in 
accordance with paragraph (e) of FAR clause 52.226-6.
    (N) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial 
Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C.

[[Page 72]]

2631). Flow down required in accordance with paragraph (d) of FAR clause 
52.247-64.

[60 FR 48255, Sept. 18, 1995, as amended at 60 FR 67517, Dec. 29, 1995; 
61 FR 31648, June 20, 1996; 61 FR 41471, Aug. 8, 1996; 63 FR 9052, 9058, 
Feb. 23, 1998; 63 FR 34075, June 22, 1998; 63 FR 35724, June 30, 1998; 
63 FR 36124, July 1, 1998; 63 FR 70274, 70292, Dec. 18, 1998; 64 FR 
10537, 10542, Mar. 4, 1999; 64 FR 72433, 72451, Dec. 27, 1999; 64 FR 
72451, Dec. 27, 1999; 65 FR 24324, Apr. 25, 2000; 65 FR 36021, 36028, 
June 6, 2000; 65 FR 46069, July 26, 2000; 66 FR 5348, Jan. 18, 2001; 66 
FR 27417, May 16, 2001; 66 FR 53489, Dec. 21, 2001; 67 FR 21536, Apr. 
30, 2002; 68 FR 13203, Mar. 18, 2003; 68 FR 28097, May 22, 2003; 68 FR 
56675, 56685, 56686, Oct. 1, 2003; 69 FR 1055, Jan. 7, 2004; 69 FR 
16150, Mar. 26, 2004; 69 FR 17770, Apr. 5, 2004; 69 FR 34240, June 18, 
2004; 69 FR 59700, Oct. 5, 2004; 69 FR 59700, Oct. 5, 2004; 69 FR 76354, 
Dec. 20, 2004; 69 FR 77876, Dec. 28, 2004; 70 FR 18959, Apr. 11, 2005; 
70 FR 33661, 33667, June 8, 2005; 70 FR 43583, July 27, 2005; 70 FR 
57463, Sept. 30, 2005; 71 FR 206, 219, 221, 225, Jan. 3, 2006; 71 FR 
866, Jan. 5, 2006; 71 FR 20306, 20308 Apr. 19, 2006; 71 FR 36935, 36937, 
June 28, 2006; 71 FR 44548, Aug. 4, 2006; 71 FR 57369, Sept. 28, 2006; 
71 FR 67777, 67779, Nov. 22, 2006; 72 FR 13588, Mar. 22, 2007; 72 FR 
36856, July 5, 2007; 72 FR 46341, 46348, 46363, Aug. 17, 2007; 72 FR 
63081, 63088, 63089, Nov. 7, 2007; 72 FR 65873, Nov. 23, 2007; 72 FR 
73217, Dec. 26, 2007; 73 FR 10963, Feb. 28, 2008; 73 FR 21781, 21790, 
Apr. 22, 2008; 73 FR 33639, June 12, 2008; 73 FR 54016, Sept. 17, 2008; 
73 FR 53992, Sept. 17, 2008; 73 FR 67092, Nov. 12, 2008; 73 FR 67704, 
Nov. 14, 2008; 74 FR 2722, 2731, 2744, Jan. 15, 2009; 74 FR 11825, 
11828, 11831, Mar. 19, 2009; 74 FR 14636, 14646, 14648, Mar. 31, 2009; 
74 FR 14493, Mar. 31, 2009; 74 FR 22810, May 14, 2009; 74 FR 28429, June 
15, 2009; 74 FR 40461, 40462, Aug. 11, 2009]



52.213-1  Fast Payment Procedure.

    As prescribed in 13.404, insert the following clause:

                    Fast Payment Procedure (MAY 2006)

    (a) General. The Government will pay invoices based on the 
Contractor's delivery to a post office or common carrier (or, if shipped 
by other means, to the point of first receipt by the Government).
    (b) Responsibility for supplies. (1) Title to the supplies passes to 
the Government upon delivery to--
    (i) A post office or common carrier for shipment to the specific 
destination; or
    (ii) The point of first receipt by the Government, if shipment is by 
means other than Postal Service or common carrier.
    (2) Notwithstanding any other provision of the contract, order, or 
blanket purchase agreement, the Contractor shall--
    (i) Assume all responsibility and risk of loss for supplies not 
received at destination, damaged in transit, or not conforming to 
purchase requirements; and
    (ii) Replace, repair, or correct those supplies promptly at the 
Contractor's expense, if instructed to do so by the Contracting Officer 
within 180 days from the date title to the supplies vests in the 
Government.
    (c) Preparation of invoice. (1) Upon delivery to a post office or 
common carrier (or, if shipped by other means, the point of first 
receipt by the Government), the Contractor shall--
    (i) Prepare an invoice as provided in this contract, order, or 
blanket purchase agreement; and
    (ii) Display prominently on the invoice ``FAST PAY.'' Invoices not 
prominently marked ``FAST PAY'' via manual or electronic means may be 
accepted by the payment office for fast payment. If the payment office 
declines to make fast payment, the Contractor shall be paid in 
accordance with procedures applicable to invoices to which the Fast 
Payment clause does not apply.
    (2) If the purchase price excludes the cost of transportation, the 
Contractor shall enter the prepaid shipping cost on the invoice as a 
separate item. The Contractor shall not include the cost of parcel post 
insurance. If transportation charges are stated separately on the 
invoice, the Contractor shall retain related paid freight bills or other 
transportation billings paid separately for a period of 3 years and 
shall furnish the bills to the Government upon request.
    (3) If this contract, order, or blanket purchase agreement requires 
the preparation of a receiving report, the Contractor shall either--
    (i) Submit the receiving report on the prescribed form with the 
invoice; or
    (ii) Include the following information on the invoice:
    (A) Shipment number.
    (B) Mode of shipment.
    (C) At line item level--
    (1) National stock number and/or manufacturer's part number;
    (2) Unit of measure;
    (3) Ship-To Point;
    (4) Mark-For Point, if in the contract; and
    (5) FEDSTRIP/MILSTRIP document number, if in the contract.
    (4) If this contract, order, or blanket purchase agreement does not 
require preparation of a receiving report on a prescribed form, the 
Contractor shall include on the invoice the following information at the 
line item level, in addition to that required in paragraph (c)(1) of 
this clause:
    (i) Ship-To Point.
    (ii) Mark-For Point.
    (iii) FEDSTRIP/MILSTRIP document number, if in the contract.
    (5) Where a receiving report is not required, the Contractor shall 
include a copy of the invoice in each shipment.

[[Page 73]]

    (d) Certification of invoice. The Contractor certifies by submitting 
an invoice to the Government that the supplies being billed to the 
Government have been shipped or delivered in accordance with shipping 
instructions issued by the ordering officer, in the quantities shown on 
the invoice, and that the supplies are in the quantity and of the 
quality designated by the contract, order, or blanket purchase 
agreement.
    (e) FAST PAY container identification. The Contractor shall mark all 
outer shipping containers ``FAST PAY.'' When outer shipping containers 
are not marked ``FAST PAY,'' the payment office may make fast payment. 
If the payment office declines to make fast payment, the Contractor 
shall be paid in accordance with procedures applicable to invoices to 
which the Fast Payment clause does not apply.

                             (End of clause)

[62 FR 64927, Dec. 9, 1997, as amended at 71 FR 20309, Apr. 19, 2006; 71 
FR 25508, May 1, 2006]



52.213-2  Invoices.

    As prescribed in 13.302-5(b), insert the following clause:

                           Invoices (APR 1984)

    The Contractor's invoices must be submitted before payment can be 
made. The Contractor will be paid on the basis of the invoice, which 
must state (a) the starting and ending dates of the subscription 
delivery, and (b) either that orders have been placed in effect for the 
addressees required, or that the orders will be placed in effect upon 
receipt of payment.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 2666, Jan. 17, 1986; 
60 FR 34761, July 3, 1995; 61 FR 39198, July 26, 1996; 62 FR 64928, Dec. 
9, 1997]



52.213-3  Notice to Supplier.

    As prescribed in 13.302-5(c), insert the following clause:

                      Notice to Supplier (APR 1984)

    This is a firm order ONLY if your price does not exceed the maximum 
line item or total price in the Schedule. Submit invoices to the 
Contracting Officer. If you cannot perform in exact accordance with this 
order, WITHHOLD PERFORMANCE and notify the Contracting Officer 
immediately, giving your quotation.

                             (End of clause

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995; 
61 FR 39198, July 26, 1996; 62 FR 64928, Dec. 9, 1997]



52.213-4  Terms and Conditions--Simplified Acquisitions (Other Than Commercial 

Items)

    As prescribed in 13.302-5(d), insert the following clause:

  Terms and Conditions--Simplified Acquisitions (Other Than Commercial 
                            Items) (AUG 2009)

    (a) The Contractor shall comply with the following Federal 
Acquisition Regulation (FAR) clauses that are incorporated by reference:
    (1) The clauses listed below implement provisions of law or 
Executive order:
    (i) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).
    (ii) 52.222-21, Prohibition of Segregated Facilities (FEB 1999) 
(E.O. 11246).
    (iii) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).
    (iv) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 
U.S.C. 7104(g)).
    (v) 52.225-13, Restrictions on Certain Foreign Purchases (FEB 2006) 
(E.O.s, proclamations, and statutes administered by the Office of 
Foreign Assets Control of the Department of the Treasury).
    (vi) 52.244-6, Subcontracts for Commercial Items. (Aug 11, 2009).
    (vii) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 
2004) (Pub. L. 108-77, 108-78).
    (2) Listed below are additional clauses that apply:
    (i) 52.232-1, Payments (APR 1984).
    (ii) 52.232-8, Discounts for Prompt Payment (FEB 2002).
    (iii) 52.232-11, Extras (APR 1984).
    (iv) 52.232-25, Prompt Payment (OCT 2008).
    (v) 52.233-1, Disputes (JUL 2002).
    (vi) 52.244-6, Subcontracts for Commercial Items (Aug. 11, 2009).
    (vii) 52.253-1, Computer Generated Forms (JAN 1991).
    (b) The Contractor shall comply with the following FAR clauses, 
incorporated by reference, unless the circumstances do not apply:
    (1) The clauses listed below implement provisions of law or 
Executive order:
    (i) 52.222-19, Child Labor--Cooperation with Authorities and 
Remedies (Aug 09) (E.O. 13126). (Applies to contracts for supplies 
exceeding the micro-purchase threshold.)
    (ii) 52.222-20, Walsh-Healey Public Contracts Act (Dec 1996) (41 
U.S.C. 35-45) (Applies to supply contracts over $10,000 in the United 
States, Puerto Rico, or the U.S. Virgin Islands).

[[Page 74]]

    (iii) 52.222-35, Equal Opportunity for Special Disabled Veterans, 
Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 
U.S.C. 4212) (Applies to contracts of $100,000 or more).
    (iv) 52.222-36, Affirmative Action for Workers with Disabilities 
(June 1998) (29 U.S.C. 793). (Applies to contracts over $10,000, unless 
the work is to be performed outside the United States by employees 
recruited outside the United States.) (For purposes of this clause, 
United States includes the 50 States, the District of Columbia, Puerto 
Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. 
Virgin Islands, and Wake Island.)
    (v) 52.222-37, Employment Reports on Special Disabled Veterans, 
Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 
U.S.C. 4212) (Applies to contracts of $100,000 or more).
    (vi) 52.222-41, Service Contract Act of 1965 ``(Nov 2007)'' (41 
U.S.C. 351, et seq.). (Applies to service contracts over $2,500 that are 
subject to the Service Contract Act and will be performed in the United 
States, District of Columbia, Puerto Rico, the Northern Mariana Islands, 
American Samoa, Guam, the U.S. Virgin Islands, Johnston Island, Wake 
Island, or the outer continental shelf lands).
    (vii) 52.223-5, Pollution Prevention and Right-to-Know Information 
(AUG 2003) (E.O. 13148) (Applies to services performed on Federal 
facilities).
    (viii) 52.223-15, Energy Efficiency in Energy-Consuming Products 
(DEC 2007) (42 U.S.C. 8259b) (Unless exempt pursuant to 23.204, applies 
to contracts when energy-consuming products listed in the ENERGY 
STAR[reg] Program or Federal Energy Management Program (FEMP) 
will be--
    (A) Delivered;
    (B) Acquired by the Contractor for use in performing services at a 
Federally-controlled facility;
    (C) Furnished by the Contractor for use by the Government; or
    (D) Specified in the design of a building or work, or incorporated 
during its construction, renovation, or maintenance.)
    (ix) 52.225-1, Buy American Act--Supplies (FEB 2009) (41 U.S.C. 10a-
10d) (Applies to contracts for supplies, and to contracts for services 
involving the furnishing of supplies, for use in the United States or 
its outlying areas, if the value of the supply contract or supply 
portion of a service contract exceeds the micro-purchase threshold and 
the acquisition--
    (A) Is set aside for small business concerns; or
    (B) Cannot be set aside for small business concerns (see 19.502-2), 
and does not exceed $25,000.)
    (x) 52.232-33, Payment by Electronic Funds Transfer--Central 
Contractor Registration (OCT 2003). (Applies when the payment will be 
made by electronic funds transfer (EFT) and the payment office uses the 
Central Contractor Registration (CCR) database as its source of EFT 
information.)
    (xi) 52.232-34, Payment by Electronic Funds Transfer--Other than 
Central Contractor Registration (MAY 1999). (Applies when the payment 
will be made by EFT and the payment office does not use the CCR database 
as its source of EFT information.)
    (xii) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial 
Vessels (FEB 2006) (46 U.S.C. Appx 1241). (Applies to supplies 
transported by ocean vessels (except for the types of subcontracts 
listed at 47.504(d).)
    (2) Listed below are additional clauses that may apply:
    (i) 52.209-6, Protecting the Government's Interest When 
Subcontracting with Contractors Debarred, Suspended, or Proposed for 
Debarment (SEP 2006) (Applies to contracts over $30,000).
    (ii) 52.211-17, Delivery of Excess Quantities (SEP 1989) (Applies to 
fixed-price supplies).
    (iii) 52.226-6, Promoting Excess Food Donation to Nonprofit 
Organizations. (MAR 2009) (Pub. L. 110-247) (Applies to contracts 
greater than $25,000 that provide for the provision, the service, or the 
sale of food in the United States.)
    (iv) 52.247-29, F.o.b. Origin (FEB 2006) (Applies to supplies if 
delivery is f.o.b. origin).
    (v) 52.247-34, F.o.b. Destination (NOV 1991) (Applies to supplies if 
delivery is f.o.b. destination).
    (c) FAR 52.252-2, Clauses Incorporated by Reference (FEB 1998). This 
contract incorporates one or more clauses by reference, with the same 
force and effect as if they were given in full text. Upon request, the 
Contracting Officer will make their full text available. Also, the full 
text of a clause may be accessed electronically at this/these 
address(es):

________________________________________________________________________

________________________________________________________________________

[Insert one or more Internet addresses]

    (d) Inspection/Acceptance. The Contractor shall tender for 
acceptance only those items that conform to the requirements of this 
contract. The Government reserves the right to inspect or test any 
supplies or services that have been tendered for acceptance. The 
Government may require repair or replacement of nonconforming supplies 
or reperformance of nonconforming services at no increase in contract 
price. The Government must exercise its postacceptance rights--
    (1) Within a reasonable period of time after the defect was 
discovered or should have been discovered; and
    (2) Before any substantial change occurs in the condition of the 
item, unless the change is due to the defect in the item.
    (e) Excusable delays. The Contractor shall be liable for default 
unless nonperformance

[[Page 75]]

is caused by an occurrence beyond the reasonable control of the 
Contractor and without its fault or negligence, such as acts of God or 
the public enemy, acts of the Government in either its sovereign or 
contractual capacity, fires, floods, epidemics, quarantine restrictions, 
strikes, unusually severe weather, and delays of common carriers. The 
Contractor shall notify the Contracting Officer in writing as soon as it 
is reasonably possible after the commencement of any excusable delay, 
setting forth the full particulars in connection therewith, shall remedy 
such occurrence with all reasonable dispatch, and shall promptly give 
written notice to the Contracting Officer of the cessation of such 
occurrence.
    (f) Termination for the Government's convenience. The Government 
reserves the right to terminate this contract, or any part hereof, for 
its sole convenience. In the event of such termination, the Contractor 
shall immediately stop all work hereunder and shall immediately cause 
any and all of its suppliers and subcontractors to cease work. Subject 
to the terms of this contract, the Contractor shall be paid a percentage 
of the contract price reflecting the percentage of the work performed 
prior to the notice of termination, plus reasonable charges that the 
Contractor can demonstrate to the satisfaction of the Government, using 
its standard record keeping system, have resulted from the termination. 
The Contractor shall not be required to comply with the cost accounting 
standards or contract cost principles for this purpose. This paragraph 
does not give the Government any right to audit the Contractor's 
records. The Contractor shall not be paid for any work performed or 
costs incurred that reasonably could have been avoided.
    (g) Termination for cause. The Government may terminate this 
contract, or any part hereof, for cause in the event of any default by 
the Contractor, or if the Contractor fails to comply with any contract 
terms and conditions, or fails to provide the Government, upon request, 
with adequate assurances of future performance. In the event of 
termination for cause, the Government shall not be liable to the 
Contractor for any amount for supplies or services not accepted, and the 
Contractor shall be liable to the Government for any and all rights and 
remedies provided by law. If it is determined that the Government 
improperly terminated this contract for default, such termination shall 
be deemed a termination for convenience.
    (h) Warranty. The Contractor warrants and implies that the items 
delivered hereunder are merchantable and fit for use for the particular 
purpose described in this contract.

                             (End of clause)

[62 FR 64928, Dec. 9, 1997, as amended at 63 FR 9052, 9058, Feb. 23, 
1998; 63 FR 34075, 34077, June 22, 1998; 64 FR 10542, Mar. 4, 1999; 64 
FR 32749, June 17, 1999; 64 FR 72433, Dec, 27, 1999; 65 FR 24324, Apr. 
25, 2000; 65 FR 36028, June 6, 2000; 66 FR 5349, Jan. 18, 2001; 66 FR 
53489, Oct. 22, 2001; 67 FR 65360, Dec. 18, 2001; 67 FR 6121, Feb. 8, 
2002; 67 FR 13067, Mar. 20, 2002; 67 FR 21536, Apr. 30, 2002; 67 FR 
43514, June 27, 2002; 67 FR 47635, July 19, 2002; 67 FR 56124, Aug. 30, 
2002; 68 FR 13203, Mar. 18, 2003; 68 FR 28098, May 22, 2003; 68 FR 
28084, 28098, May 22, 2003; 68 FR 43870, July 24, 2003; 68 FR 56675, 
56684, 56686, Oct. 1, 2003; 69 FR 1056, Jan. 7, 2004; 69 FR 17770, Apr. 
5, 2004; 69 FR 34229, June 18, 2004; 69 FR 59701, Oct. 5, 2004; 69 FR 
76350, 76354, Dec. 20, 2004; 70 FR 18959, Apr. 11, 2005; 70 FR 33667, 
June 8, 2005; 71 FR 206, 225, Jan. 3, 2006; 71 FR 866, Jan. 5, 2006; 71 
FR 57369, Sept. 28, 2006; 72 FR 13588, Mar. 22, 2007; 72 FR 46341, Aug. 
17, 2007; 72 FR 63082, Nov. 7, 2007; 72 FR 65873, Nov. 23, 2007; 73 FR 
10964, Feb. 28, 2008; 73 FR 54006, Sept. 17, 2008; 73 FR 67092, Nov. 12, 
2008; 74 FR 2722, 2745, Jan. 15, 2009; 74 FR 11831, Mar. 19, 2009; 74 FR 
14636, Mar. 31, 2009; 74 FR 40462, 40468, Aug. 11, 2009]



52.214-1--52.214-2  [Reserved]



52.214-3  Amendments to Invitations for Bids.

    As prescribed in 14.201-6(b)(1), insert the following provision:

              Amendments to Invitations for Bids (DEC 1989)

    (a) If this solicitation is amended, then all terms and conditions 
which are not modified remain unchanged.
    (b) Bidders shall acknowledge receipt of any amendment to this 
solicitation (1) by signing and returning the amendment, (2) by 
identifying the amendment number and date in space provided for this 
purpose on the form for submitting a bid, (3) by letter or telegram, or 
(4) by facsimile, if facsimile bids are authorized in the solicitation. 
The Government must receive the acknowledgment by the time and at the 
place specified for receipt of bids.

                           (End of provision)

[53 FR 43394, Oct. 26, 1988, as amended at 54 FR 48990, Nov. 28, 1989; 
67 FR 13056, Mar. 20, 2002]



52.214-4  False Statements in Bids.

    As prescribed in 14.201-6(b)(2), insert the following provision in 
all invitations for bids:

[[Page 76]]

                   False Statements in Bids (APR 1984)

    Bidders must provide full, accurate, and complete information as 
required by this solicitation and its attachments. The penalty for 
making false statements in bids is prescribed in 18 U.S.C. 1001.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 67 FR 13056, Mar. 20, 2002]



52.214-5  Submission of Bids.

    As prescribed in 14.201-6(c)(1), insert the following provision:

                      Submission of Bids (MAR 1997)

    (a) Bids and bid modifications shall be submitted in sealed 
envelopes or packages (unless submitted by electronic means) (1) 
addressed to the office specified in the solicitation, and (2) showing 
the time and date specified for receipt, the solicitation number, and 
the name and address of the bidder.
    (b) Bidders using commercial carrier services shall ensure that the 
bid is addressed and marked on the outermost envelope or wrapper as 
prescribed in subparagraphs (a) (1) and (2) of this provision when 
delivered to the office specified in the solicitation.
    (c) Telegraphic bids will not be considered unless authorized by the 
solicitation; however, bids may be modified or withdrawn by written or 
telegraphic notice.
    (d) Facsimile bids, modifications, or withdrawals, will not be 
considered unless authorized by the solicitation.
    (e) Bids submitted by electronic commerce shall be considered only 
if the electronic commerce method was specifically stipulated or 
permitted by the solicitation.

                           (End of provision)

[54 FR 48991, Nov. 28, 1989, as amended at 55 FR 3887, Feb. 5, 1990; 60 
FR 34739, July 3, 1995; 61 FR 69293, Dec. 31, 1996; 62 FR 12721, Mar. 
17, 1997]



52.214-6  Explanation to Prospective Bidders.

    As prescribed in 14.201-6(c)(2), insert the following provision:

              Explanation to Prospective Bidders (APR 1984)

    Any prospective bidder desiring an explanation or interpretation of 
the solicitation, drawings, specifications, etc., must request it in 
writing soon enough to allow a reply to reach all prospective bidders 
before the submission of their bids. Oral explanations or instructions 
given before the award of a contract will not be binding. Any 
information given a prospective bidder concerning a solicitation will be 
furnished promptly to all other prospective bidders as an amendment to 
the solicitation, if that information is necessary in submitting bids or 
if the lack of it would be prejudicial to other prospective bidders.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 25531, June 21, 1990]



52.214-7  Late submissions, modifications, and withdrawals of bids.

    As prescribed in 14.201-6(c)(3), insert the following provision:

   Late Submissions, Modifications, and Withdrawals of Bids (NOV 1999)

    (a) Bidders are responsible for submitting bids, and any 
modifications or withdrawals, so as to reach the Government office 
designated in the invitation for bids (IFB) by the time specified in the 
IFB. If no time is specified in the IFB, the time for receipt is 4:30 
p.m., local time, for the designated Government office on the date that 
bids are due.
    (b)(1) Any bid, modification, or withdrawal received at the 
Government office designated in the IFB after the exact time specified 
for receipt of bids is ``late'' and will not be considered unless it is 
received before award is made, the Contracting Officer determines that 
accepting the late bid would not unduly delay the acquisition; and--
    (i) If it was transmitted through an electronic commerce method 
authorized by the IFB, it was received at the initial point of entry to 
the Government infrastructure not later than 5:00 p.m. one working day 
prior to the date specified for receipt of bids; or
    (ii) There is acceptable evidence to establish that it was received 
at the Government installation designated for receipt of bids and was 
under the Government's control prior to the time set for receipt of 
bids.
    (2) However, a late modification of an otherwise successful bid that 
makes its terms more favorable to the Government, will be considered at 
any time it is received and may be accepted.
    (c) Acceptable evidence to establish the time of receipt at the 
Government installation includes the time/date stamp of that 
installation on the bid wrapper, other documentary evidence of receipt 
maintained by the installation, or oral testimony or statements of 
Government personnel.
    (d) If an emergency or unanticipated event interrupts normal 
Government processes so that bids cannot be received at the Government 
office designated for receipt of bids by the exact time specified in the 
IFB and urgent Government requirements preclude amendment of the IFB, 
the time specified for

[[Page 77]]

receipt of bids will be deemed to be extended to the same time of day 
specified in the solicitation on the first work day on which normal 
Government processes resume.
    (e) Bids may be withdrawn by written notice received at any time 
before the exact time set for receipt of bids. If the IFB authorizes 
facsimile bids, bids may be withdrawn via facsimile received at any time 
before the exact time set for receipt of bids, subject to the conditions 
specified in the provision at 52.214-31, Facsimile Bids. A bid may be 
withdrawn in person by a bidder or its authorized representative if, 
before the exact time set for receipt of bids, the identity of the 
person requesting withdrawal is established and the person signs a 
receipt for the bid.

                           (End of provision)

[64 FR 51840, Sept. 24, 1999]



52.214-8--52.214-9  [Reserved]



52.214-10  Contract Award--Sealed Bidding.

    As prescribed in 14.201-6(e), insert the following provision:

                Contract Award--Sealed Bidding (JUL 1990)

    (a) The Government will evaluate bids in response to this 
solicitation without discussions and will award a contract to the 
responsible bidder whose bid, conforming to the solicitation, will be 
most advantageous to the Government considering only price and the 
price-related factors specified elsewhere in the solicitation.
    (b) The Government may (1) reject any or all bids, (2) accept other 
than the lowest bid, and (3) waive informalities or minor irregularities 
in bids received.
    (c) The Government may accept any item or group of items of a bid, 
unless the bidder qualifies the bid by specific limitations. Unless 
otherwise provided in the Schedule, bids may be submitted for quantities 
less than those specified. The Government reserves the right to make an 
award on any item for a quantity less than the quantity offered, at the 
unit prices offered, unless the bidder specifies otherwise in the bid.
    (d) A written award or acceptance of a bid mailed or otherwise 
furnished to the successful bidder within the time for acceptance 
specified in the bid shall result in a binding contract without further 
action by either party.
    (e) The Government may reject a bid as nonresponsive if the prices 
bid are materially unbalanced between line items or subline items. A bid 
is materially unbalanced when it is based on prices significantly less 
than cost for some work and prices which are significantly overstated in 
relation to cost for other work, and if there is a reasonable doubt that 
the bid will result in the lowest overall cost to the Government even 
though it may be the low evaluated bid, or if it is so unbalanced as to 
be tantamount to allowing an advance payment.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1746, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985; 55 FR 25531, June 21, 1990; 68 FR 43857, 
July 24, 2003]



52.214-11  [Reserved]



52.214-12  Preparation of Bids.

    As prescribed in 14.201-6(f), insert the following provision:

                     Preparation of Bids (APR 1984)

    (a) Bidders are expected to examine the drawings, specifications, 
Schedule, and all instructions. Failure to do so will be at the bidder's 
risk.
    (b) Each bidder shall furnish the information required by the 
solicitation. The bidder shall sign the bid and print or type its name 
on the Schedule and each continuation sheet on which it makes an entry. 
Erasures or other changes must be initialed by the person signing the 
bid. Bids signed by an agent shall be accompanied by evidence of that 
agent's authority, unless that evidence has been previously furnished to 
the issuing office.
    (c) For each item offered, bidders shall (1) show the unit price, 
including, unless otherwise specified, packaging, packing, and 
preservation and (2) enter the extended price for the quantity of each 
item offered in the Amount column of the Schedule. In case of 
discrepancy between a unit price and an extended price, the unit price 
will be presumed to be correct, subject, however, to correction to the 
same extent and in the same manner as any other mistake.
    (d) Bids for supplies or services other than those specified will 
not be considered unless authorized by the solicitation.
    (e) Bidders must state a definite time for delivery of supplies or 
for performance of services, unless otherwise specified in the 
solicitation.
    (f) Time, if stated as a number of days, will include Saturdays, 
Sundays, and holidays.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 2666, Jan. 17, 1986]

[[Page 78]]



52.214-13  Telegraphic Bids.

    As prescribed in 14.201-6(g)(1), insert the following provision:

                       Telegraphic Bids (APR 1984)

    (a) Bidders may submit telegraphic bids as responses to this 
solicitation. These responses must arrive at the place, and by the time, 
specified in the solicitation.
    (b) Telegraphic bids shall refer to this solicitation and include 
the items or subitems, quantities, unit prices, time and place of 
delivery, all representations and other information required by this 
solicitation, and a statement of agreement with all the terms, 
conditions, and provisions of the invitation for bids.
    (c) Telegraphic bids that fail to furnish required representations 
or information, or that reject any of the terms, conditions, and 
provisions of the solicitation, may be excluded from consideration.
    (d) Bidders must promptly sign and submit complete copies of the 
bids in confirmation of their telegraphic bids.
    (e) The term telegraphic bids, as used in this provision, includes 
mailgrams.

                           (End of provision)

    Alternate I (NOV 1988). As prescribed in 14.201-6(g)(2), substitute 
the following for paragraph (d) of the basic clause:

    (d) Written confirmation of telegraphic bids is not required.

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR, 43394, Oct. 26, 1988]



52.214-14  Place of Performance--Sealed Bidding.

    As prescribed in 14.201-6(h), insert the following provision:

             Place of Performance--Sealed Bidding (APR 1985)

    (a) The bidder, in the performance of any contract resulting from 
this solicitation, [squ] intends, [squ] does not intend [check 
applicable box] to use one or more plants or facilities located at a 
different address from the address of the bidder as indicated in this 
bid.
    (b) If the bidder checks intends in paragraph (a) above, it shall 
insert in the spaces provided below the required information:

 
                                         Name and Address of
Place of Performance (Street Address,   Owner and Operator of
    City, County, State, Zip Code)      the Plant or Facility
                                         if Other than Bidder
 
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1746, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985]



52.214-15  Period for Acceptance of Bids.

    As prescribed in 14.201-6(i), insert the following provision:

                Period for Acceptance of Bids (APR 1984)

    In compliance with the solicitation, the bidder agrees, if this bid 
is accepted within -- calendar days (60 calendar days unless a different 
period is inserted by the bidder) from the date specified in the 
solicitation for receipt of bids, to furnish any or all items upon which 
prices are bid at the price set opposite each item, delivered at the 
designated point(s), within the time specified in the Schedule.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 48991, Nov. 28, 1989]



52.214-16  Minimum Bid Acceptance Period.

    As prescribed in 14.201-6(j), insert the following provision in 
invitations for bids, except for construction, if the contracting 
officer determines that a minimum acceptance period must be specified:

                Minimum Bid Acceptance Period (APR 1984)

    (a) Acceptance period, as used in this provision, means the number 
of calendar days available to the Government for awarding a contract 
from the date specified in this solicitation for receipt of bids.
    (b) This provision supersedes any language pertaining to the 
acceptance period that may appear elsewhere in this solicitation.
    (c) The Government requires a minimum acceptance period of -- 
calendar days [the Contracting Officer shall insert the number of days].
    (d) In the space provided immediately below, bidders may specify a 
longer acceptance period than the Government's minimum requirement.

[[Page 79]]

  The bidder allows the following acceptance period: -- calendar days.

    (e) A bid allowing less than the Government's minimum acceptance 
period will be rejected.
    (f) The bidder agrees to execute all that it has undertaken to do, 
in compliance with its bid, if that bid is accepted in writing within 
(1) the acceptance period stated in paragraph (c) above or (2) any 
longer acceptance period stated in paragraph (d) above.

                           (End of provision)



52.214-17  [Reserved]



52.214-18  Preparation of Bids--Construction.

    As prescribed in 14.201-6(l), insert the following provision:

              Preparation of Bids--Construction (APR 1984)

    (a) Bids must be (1) submitted on the forms furnished by the 
Government or on copies of those forms, and (2) manually signed. The 
person signing a bid must initial each erasure or change appearing on 
any bid form.
    (b) The bid form may require bidders to submit bid prices for one or 
more items on various bases, including--
    (1) Lump sum bidding;
    (2) Alternate prices;
    (3) Units of construction; or
    (4) Any combination of subparagraphs (1) through (3) above.
    (c) If the solicitation requires bidding on all items, failure to do 
so will disqualify the bid. If bidding on all items is not required, 
bidders should insert the words no bid in the space provided for any 
item on which no price is submitted.
    (d) Alternate bids will not be considered unless this solicitation 
authorizes their submission.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 25531, June 21, 1990]



52.214-19  Contract Award--Sealed Bidding--Construction.

    As prescribed in 14.201-6(m), insert the following provision:

         Contract Award--Sealed Bidding--Construction (AUG 1996)

    (a) The Government will evaluate bids in response to this 
solicitation without discussions and will award a contract to the 
responsible bidder whose bid, conforming to the solicitation, will be 
most advantageous to the Government, considering only price and the 
price-related factors specified elsewhere in the solicitation.
    (b) The Government may reject any or all bids, and waive 
informalities or minor irregularities in bids received.
    (c) The Government may accept any item or combination of items, 
unless doing so is precluded by a restrictive limitation in the 
solicitation or the bid.
    (d) The Government may reject a bid as nonresponsive if the prices 
bid are materially unbalanced between line items or subline items. A bid 
is materially unbalanced when it is based on prices significantly less 
than cost for some work and prices which are significantly overstated in 
relation to cost for other work, and if there is a reasonable doubt that 
the bid will result in the lowest overall cost to the Government even 
though it may be the low evaluated bid, or if it is so unbalanced as to 
be tantamount to allowing an advance payment.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1746, Jan. 11, 1985; 
50 FR 52434, Dec. 23, 1985; 61 FR 31664, June 20, 1996]



52.214-20  Bid Samples.

    As prescribed in 14.201-6(o)(1), insert the following provision:

                         Bid Samples (APR 2002)

    (a) Bid sample means a product sample required to be submitted by a 
bidder to show those characteristics of the offered products that cannot 
adequately be described by specifications, purchase descriptions, or the 
invitation for bid (e.g., balance, facility of use, or pattern).
    (b) Bidders must furnish bid samples as part of the bid. The 
Government must receive the bid samples by the time specified in the 
invitation for bids. If the bidder fails to submit samples on time, the 
Government will reject the bid, except that the Contracting Officer will 
consider a late sample sent by mail under the Late Submissions, 
Modifications, and Withdrawals of Bids provision of this solicitation.
    (c) The Government will test or evaluate bid samples to determine 
compliance with all the characteristics listed for examination in this 
solicitation. The Government will reject the bid when the sample fails 
to conform to the required characteristics. Products delivered under any 
resulting contract must conform to--
    (1) the approved sample for the characteristics listed for test or 
evaluation and
    (2) the specifications for all other characteristics.
    (d) Unless otherwise specified in the solicitation, bid samples 
shall be (1) submitted at

[[Page 80]]

no expense to the Government, and (2) returned at the bidder's request 
and expense, unless they are destroyed during preaward testing.

                           (End of provision)

    Alternate I (MAY 2002). As prescribed in 14.201-6(o)(2)(i), insert 
the following Alternate I:

    (e) At the discretion of the Contracting Officer, the requirement 
for furnishing bid samples may be waived for a bidder if (1) the bid 
states that the offered product is the same as a product offered by the 
bidder to the ---- [as appropriate, the Contracting Officer shall 
designate the contracting office or an alternate activity or office], 
and (2) the Contracting Officer determines that the previously offered 
product was accepted or tested and found to comply with specification 
and other requirements for technical acceptability conforming in every 
material respect with those in this solicitation.

    Alternate II (MAY 2002). As prescribed in 14.201-6(o)(2)(ii), insert 
the following Alternate II:

    (e) At the discretion of the Contracting Officer, the requirements 
for furnishing bid samples may be waived for a bidder if (1) the bid 
states that the offered product is the same as a product offered by the 
bidder to the ---- [as appropriate, the Contracting Officer shall 
designate the contracting office or an alternate activity or office] on 
a previous acquisition, (2) the Contracting Officer determines that the 
previously offered product was accepted or tested and found to comply 
with specification and other requirements for technical acceptability 
conforming in every material respect with those of this solicitation, 
and (3) the product offered under this solicitation will be produced 
under a resulting contract at the same plant in which the previously 
acquired or tested product was produced.

[48 FR 42478, Sept. 19, 1983, as amended at 67 FR 13056, Mar. 20, 2002; 
67 FR 21536, Apr. 30, 2002]



52.214-21  Descriptive Literature.

    As prescribed in 14.201-6(p)(1), insert the following provision:

                    Descriptive Literature (APR 2002)

    (a) Descriptive literature, as used in this provision, means 
information furnished by a bidder, such as cuts, illustrations, 
drawings, and brochures, that shows a product's characteristics or 
construction or explains its operation. The term includes only that 
information required to evaluate the acceptability of the product and 
excludes other information for operating or maintaining the product.
    (b) Descriptive literature is required to establish, for the purpose 
of evaluation and award, details of the product offered that are 
specified elsewhere in the solicitation and pertain to significant 
elements such as--
    (1) Design;
    (2) Materials;
    (3) Components;
    (4) Performance characteristics; and
    (5) Methods of manufacture, assembly, construction, or operation.
    (c) Descriptive literature, required elsewhere in this solicitation, 
shall be--
    (1) Identified to show the item(s) of the offer to which it applies; 
and
    (2) Received by the time specified in this solicitation.
    (d) If the bidder fails to submit descriptive literature on time, 
the Government will reject the bid, except that late descriptive 
literature sent by mail may be considered under the Late Submissions, 
Modifications, and Withdrawals of Bids provision of this solicitation.
    (e) If the descriptive literature fails to show that the product 
offered conforms to the requirements of the solicitation, the Government 
will reject the bid.

                           (End of provision)

    Alternate I (APR 2002). As prescribed in 14.201-6(p)(2), add the 
following paragraphs (f) and (g) to the basic provision:

    (f) The Contracting Officer may waive the requirement for furnishing 
descriptive literature if the offeror has supplied a product that is the 
same as that required by this solicitation under a prior contract. A 
bidder that requests a waiver of this requirement shall provide the 
following information:

 Prior contract number__________________________________________________
 Date of prior contract_________________________________________________
Contract line item number of product
 supplied_______________________________________________________________
 Name and address of Government activity to which delivery was made_____
Date of final delivery product supplied
________________________________________________________________________

    (g) Bidders shall submit bids on the basis of required descriptive 
literature or on the basis of a previously supplied product under 
paragraph (f) of this provision. A bidder submitting a bid on one of 
these two bases may not elect to have its bid considered on the 
alternative basis after the time specified for receipt of bids. The 
Government will disregard a bidder's request for a waiver under 
paragraph (f) if that bidder has submitted the descriptive literature 
requested under this solicitation.

[67 FR 13056, Mar. 20, 2002]

[[Page 81]]



52.214-22  Evaluation of Bids for Multiple Awards.

    As prescribed in 14.201-6(q), insert the following provision:

            Evaluation of Bids for Multiple Awards (MAR 1990)

    In addition to other factors, bids will be evaluated on the basis of 
advantages and disadvantages to the Government that might result from 
making more than one award (multiple awards). It is assumed, for the 
purpose of evaluating bids, that $500 would be the administrative cost 
to the Government for issuing and administering each contract awarded 
under this solicitation, and individual awards will be for the items or 
combinations of items that result in the lowest aggregate cost to the 
Government, including the assumed administrative costs.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 3887, Feb. 5, 1990]



52.214-23  Late submissions, modifications, revisions, and withdrawals of 

technical proposals under two-step sealed bidding.

    As prescribed in 14.201-6(r), insert the following provision:

Late Submissions, Modifications, Revisions, and Withdrawals of Technical 
           Proposals Under Two-Step Sealed Bidding (NOV 1999)

    (a) Bidders are responsible for submitting technical proposals, and 
any modifications or revisions, so as to reach the Government office 
designated in the request for technical proposals by the time specified 
in the invitation for bids (IFB). If no time is specified in the IFB, 
the time for receipt is 4:30 p.m., local time, for the designated 
Government office on the date that bids or revisions are due.
    (b)(1) Any technical proposal under step one of two-step sealed 
bidding or modification, revision, or withdrawal of such proposal 
received at the Government office designated in the request for 
technical proposals after the exact time specified for receipt will not 
be considered unless the Contracting Officer determines that accepting 
the late technical proposal would not unduly delay the acquisition; 
and--
    (i) If it was transmitted through an electronic commerce method 
authorized by the request for technical proposals, it was received at 
the initial point of entry to the Government infrastructure not later 
than 5:00 p.m. one working day prior to the date specified for receipt 
of proposals; or
    (ii) There is acceptable evidence to establish that it was received 
at the Government installation designated for receipt of offers and was 
under the Government's control prior to the time set for receipt; or
    (iii) It is the only proposal received and it is negotiated under 
part 15 of the Federal Acquisition Regulation.
    (2) However, a late modification of an otherwise successful proposal 
that makes its terms more favorable to the Government will be considered 
at any time it is received and may be accepted.
    (c) Acceptable evidence to establish the time of receipt at the 
Government installation includes the time/date stamp of that 
installation on the technical proposal wrapper, other documentary 
evidence of receipt maintained by the installation, or oral testimony or 
statements of Government personnel.
    (d) If an emergency or unanticipated event interrupts normal 
Government processes so that technical proposals cannot be received at 
the Government office designated for receipt of technical proposals by 
the exact time specified in the request for technical proposals, and 
urgent Government requirements preclude amendment of the request for 
technical proposals, the time specified for receipt of technical 
proposals will be deemed to be extended to the same time of day 
specified in the request for technical proposals on the first work day 
on which normal Government processes resume.
    (e) Technical proposals may be withdrawn by written notice received 
at any time before the exact time set for receipt of technical 
proposals. If the request for technical proposals authorizes facsimile 
technical proposals, they may be withdrawn via facsimile received at any 
time before the exact time set for receipt of proposals, subject to the 
conditions specified in the provision at 52.214-31, Facsimile Bids. A 
technical proposal may be withdrawn in person by a bidder or its 
authorized representative if, before the exact time set for receipt of 
technical proposals, the identity of the person requesting withdrawal is 
established and the person signs a receipt for the technical proposal.

                           (End of provision)

[64 FR 51840, Sept. 24, 1999]



52.214-24  Multiple Technical Proposals.

    As prescribed in 14.201-6(s), insert the following provision:

                 Multiple Technical Proposals (APR 1984)

    In the first step of this two-step acquisition, solicited sources 
are encouraged to submit multiple technical proposals presenting 
different basic approaches. Each technical

[[Page 82]]

proposal submitted will be separately evaluated and the submitter will 
be notified as to its acceptability.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1747, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985]



52.214-25  Step Two of Two-Step Sealed Bidding.

    As prescribed in 14.201-6(t), insert the following provision:

             Step Two of Two-Step Sealed Bidding (APR 1985)

    (a) This invitation for bids is issued to initiate step two of two-
step sealed bidding under subpart 14.5 of the Federal Acquisition 
Regulation.
    (b) The only bids that the Contracting Officer may consider for 
award of a contract are those received from bidders that have submitted 
acceptable technical proposals in step one of this acquisition under --
-- [the Contracting Officer shall insert the identification of the step-
one request for technical proposals].
    (c) Any bidder that has submitted multiple technical proposals in 
step one of this acquisition may submit a separate bid on each technical 
proposal that was determined to be acceptable to the Government.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1747, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985]



52.214-26  Audit and Records--Sealed Bidding.

    As prescribed in 14.201-7(a), insert the following clause:

              Audit and Records--Sealed Bidding (MAR 2009)

    (a) As used in this clause, records includes books, documents, 
accounting procedures and practices, and other data, regardless of type 
and regardless of whether such items are in written form, in the form of 
computer data, or in any other form.
    (b) Cost or pricing data. If the Contractor has been required to 
submit cost or pricing data in connection with the pricing of any 
modification to this contract, the Contracting Officer, or an authorized 
representative of the Contracting Officer, in order to evaluate the 
accuracy, completeness, and currency of the cost or pricing data, shall 
have the right to examine and audit all of the Contractor's records, 
including computations and projections, related to--
    (1) The proposal for the modification;
    (2) The discussions conducted on the proposal(s), including those 
related to negotiating;
    (3) Pricing of the modification; or
    (4) Performance of the modification.
    (c) Comptroller General. In the case of pricing any modification, 
the Comptroller General of the United States, or an authorized 
representative, shall have the same rights as specified in paragraph (b) 
of this clause and also the right to interview any current employee 
regarding such transactions.
    (d) Availability. The Contractor shall make available at its office 
at all reasonable times the materials described in paragraph (b) of this 
clause, for examination, audit, or reproduction, until 3 years after 
final payment under this contract, or for any other period specified in 
subpart 4.7 of the Federal Acquisition Regulation (FAR). FAR Subpart 
4.7, Contractor Records Retention, in effect on the data of this 
contract, is incorporated by reference in its entirety and made a part 
of this contract.
    (1) If this contract is completely or partially terminated, the 
records relating to the work terminated shall be made available for 3 
years after any resulting final termination settlement.
    (2) Records pertaining to appeals under the Disputes clause or to 
litigation or the settlement of claims arising under or relating to the 
performance of this contract shall be made available until disposition 
of such appeals, litigation, or claims.
    (e) The Contractor shall insert a clause containing all the 
provisions of this clause, including this paragraph (e), in all 
subcontracts expected to exceed the threshold in FAR 15.403-4(a)(1) for 
submission of cost or pricing data.

                             (End of clause)

    Alternate I (MAR 2009). As prescribed in 14.201-7(a)(2) substitute 
the following paragraphs (c) and (e) for paragraphs (c) and (e) of the 
basic clause:

    (c) The Comptroller General of the United States, an appropriate 
Inspector General appointed under section 3 or 8G of the Inspector 
General Act of 1978 (5 U.S.C. App.), or an authorized representative of 
either of the foregoing officials, shall have access to and the right 
to--
    (1) Examine any of the Contractor's or any subcontractors' records 
that pertain to, and involve transactions relating to, this contract or 
a subcontract hereunder; and
    (2) Interview any officer or employee regarding such transactions.
    (e)(1) Except as provided in paragraph (e)(2), the Contractor shall 
insert a clause containing the provisions of this clause, including this 
paragraph (e), in all subcontracts.

[[Page 83]]

    (2) The authority of the Inspector General under paragraph (c)(2) of 
this clause does not flow down to subcontracts.

[60 FR 42651, Aug. 16, 1995; 60 FR 44548, Aug. 28, 1995; 62 FR 51271, 
Sept. 30, 1997; 74 FR 14649, 14651, Mar. 31, 2009]



52.214-27  Price Reduction for Defective Cost or Pricing Data--Modifications--

Sealed Bidding.

    As prescribed in 14.201-7(b), insert the following clause:

   Price Reduction for Defective Cost or Pricing Data--Modifications--
                        Sealed Bidding (OCT 1997)

    (a) This clause shall become operative only for any modification to 
this contract involving aggregate increases and/or decreases in costs, 
plus applicable profits, expected to exceed the threshold for the 
submission of cost or pricing data at FAR 15.403-4(a)(1), except that 
this clause does not apply to a modification if an exception under FAR 
15.403-1(b) applies.
    (b) If any price, including profit, negotiated in connection with 
any modification under this clause, was increased by any significant 
amount because (1) the Contractor or a subcontractor furnished cost or 
pricing data that were not complete, accurate, and current as certified 
in its Certificate of Current Cost or Pricing Data, (2) a subcontractor 
or prospective subcontractor furnished the Contractor cost or pricing 
data that were not complete, accurate, and current as certified in the 
Contractor's Certificate of Current Cost or Pricing Data, or (3) any of 
these parties furnished data of any description that were not accurate, 
the price shall be reduced accordingly and the contract shall be 
modified to reflect the reduction. This right to a price reduction is 
limited to that resulting from defects in data relating to modifications 
for which this clause becomes operative under paragraph (a) above.
    (c) Any reduction in the contract price under paragraph (b) above 
due to defective data from a prospective subcontractor that was not 
subsequently awarded the subcontract shall be limited to the amount, 
plus applicable overhead and profit markup, by which (1) the actual 
subcontract or (2) the actual cost to the Contractor, if there was no 
subcontract, was less than the prospective subcontract cost estimate 
submitted by the Contractor; provided, that the actual subcontract price 
was not itself affected by defective cost or pricing data.
    (d)(1) If the Contracting Officer determines under paragraph (b) of 
this clause that a price or cost reduction should be made, the 
Contractor agrees not to raise the following matters as a defense--
    (i) The Contractor or subcontractor was a sole source supplier or 
otherwise was in a superior bargaining position and thus the price of 
the contract would not have been modified even if accurate, complete, 
and current cost or pricing data had been submitted;
    (ii) The Contracting Officer should have known that the cost or 
pricing data in issue were defective even though the Contractor or 
subcontractor took no affirmative action to bring the character of the 
data to the attention of the Contracting Officer;
    (iii) The contract was based on an agreement about the total cost of 
the contract and there was no agreement about the cost of each item 
procured under the contract; or
    (iv) The Contractor or subcontractor did not submit a Certificate of 
Current Cost or Pricing Data.
    (2)(i) Except as prohibited by subdivision (d)(2)(ii) of this 
clause, an offset in an amount determined appropriate by the Contracting 
Officer based upon the facts shall be allowed against the amount of a 
contract price reduction if--
    (A) The Contractor certifies to the Contracting Officer that, to the 
best of the Contractor's knowledge and belief, the Contractor is 
entitled to the offset in the amount requested; and
    (B) The Contractor proves that the cost or pricing data were 
available before the date of agreement on the price of the contract (or 
price of the modification) and that the data were not submitted before 
such date.
    (ii) An offset shall not be allowed if--
    (A) The understated data was known by the Contractor to be 
understated when the Certificate of Current Cost or Pricing Data was 
signed; or
    (B) The Government proves that the facts demonstrate that the 
contract price would not have increased in the amount to be offset even 
if the available data had been submitted before the date of agreement on 
price.
    (e) If any reduction in the contract price under this clause reduces 
the price of items for which payment was made prior to the date of the 
modification reflecting the price reduction, the Contractor shall be 
liable to and shall pay the United States at the time such overpayment 
is repaid--
    (1) Simple interest on the amount of such overpayment to be computed 
from the date(s) of overpayment to the Contractor to the date the 
Government is repaid by the Contractor at the applicable underpayment 
rate effective for each quarter prescribed by the Secretary of the 
Treasury under 26 U.S.C. 6621(a)(2); and
    (2) A penalty equal to the amount of the overpayment, if the 
Contractor or subcontractor knowingly submitted cost or pricing data 
which were incomplete, inaccurate, or noncurrent.

[[Page 84]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1747, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985; 53 FR 10830, Apr. 1, 1988; 55 FR 52797, Dec. 
21, 1990; 56 FR 67415, Dec. 30, 1991; 60 FR 48218, Sept. 18, 1995; 62 FR 
51271, Sept. 30, 1997]



52.214-28  Subcontractor Cost or Pricing Data--Modifications--Sealed Bidding.

    As prescribed in 14.201-7(c), insert the following clause:

 Subcontractor Cost or Pricing Data--Modifications--Sealed Bidding (OCT 
                                  1997)

    (a) The requirements of paragraphs (b) and (c) of this clause shall 
(1) become operative only for any modification to this contract 
involving aggregate increases and/or decreases in costs, plus applicable 
profits, expected to exceed the threshold for submission of cost or 
pricing data at (FAR) 48 CFR 15.403-4(a)(1), and (2) be limited to such 
modifications.
    (b) Before awarding any subcontract expected to exceed the threshold 
for submission of cost or pricing data at FAR 15.403-4(a)(1), on the 
date of agreement on price or the date of award, whichever is later; or 
before pricing any subcontract modifications involving aggregate 
increases and/or decreases in costs, plus applicable profits, expected 
to exceed the threshold for submission of cost or pricing data at FAR 
15.403-4(a)(1), the Contractor shall require the subcontractor to submit 
cost or pricing data (actually or by specific identification in 
writing), unless an exception under FAR 15.403-1(b) applies.
    (c) The Contractor shall require the subcontractor to certify in 
substantially the form prescribed in subsection 15.406-2 of the Federal 
Acquisition Regulation that, to the best of its knowledge and belief, 
the data submitted under paragraph (b) above were accurate, complete, 
and current as of the date of agreement on the negotiated price of the 
subcontract or subcontract modification.
    (d) The Contractor shall insert the substance of this clause, 
including this paragraph (d), in each subcontract that, when entered 
into, exceeds the threshold for submission of cost or pricing data at 
FAR 15.403-4(a)(1).

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1747, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985; 56 FR 67415, Dec. 30, 1991; 59 FR 62499, 
Dec. 5, 1994; 60 FR 48218, Sept. 18, 1995; 62 FR 51271, Sept. 30, 1997]



52.214-29  Order of Precedence--Sealed Bidding.

    As prescribed in 14.201-7(d), insert the following clause:

             Order of Precedence--Sealed Bidding (JAN 1986)

    Any inconsistency in this solicitation or contract shall be resolved 
by giving precedence in the following order: (a) the Schedule (excluding 
the specifications); (b) representations and other instructions; (c) 
contract clauses; (d) other documents, exhibits, and attachments; and 
(e) the specifications.

                             (End of clause)

[51 FR 2666, Jan. 17, 1986, as amended at 60 FR 48218, Sept. 18, 1995]



52.214-30  [Reserved]



52.214-31  Facsimile Bids.

    As prescribed in 14.201-6(v), insert the following provision:

                        Facsimile Bids (DEC 1989)

    (a) Definition. Facsimile bid, as used in this solicitation, means a 
bid, modification of a bid, or withdrawal of a bid that is transmitted 
to and received by the Government via electronic equipment that 
communicates and reproduces both printed and handwritten material.
    (b) Bidders may submit facsimile bids as responses to this 
solicitation. These responses must arrive at the place and by the time, 
specified in the solicitation.
    (c) Facsimile bids that fail to furnish required representations or 
information or that reject any of the terms, conditions, and provisions 
of the solicitation may be excluded from consideration.
    (d) Facsimile bids must contain the required signatures.
    (e) The Government reserves the right to make award solely on the 
facsimile bid. However, if requested to do so by the Contracting 
Officer, the apparently successful bidder agrees to promptly submit the 
complete original signed bid.
    (f) Facsimile receiving data and compatibility characteristics are 
as follows:
    (1) Telephone number of receiving facsimile equipment:
________________________________________________________________________
    (2) Compatibility characteristics of receiving facsimile equipment 
(e.g., make and model number, receiving speed, communications protocol):
________________________________________________________________________
________________________________________________________________________
    (g) If the bidder chooses to transmit a facsimile bid, the 
Government will not be responsible for any failure attributable to the

[[Page 85]]

transmission or receipt of the facsimile bid including, but not limited 
to, the following:
    (1) Receipt of garbled or incomplete bid.
    (2) Availability or condition of the receiving facsimile equipment.
    (3) Incompatibility between the sending and receiving equipment.
    (4) Delay in transmission or receipt of bid.
    (5) Failure of the bidder to properly identify the bid.
    (6) Illegibility of bid.
    (7) Security of bid data.

                           (End of provision)

[54 FR 48992, Nov. 28, 1989, as amended at 64 FR 51841, Sept. 24, 1999]



52.214-32--52.214-33  [Reserved]



52.214-34  Submission of Offers in the English Language.

    As prescribed in 14.201-6(w), insert the following provision:

         Submission of Offers in the English Language (APR 1991)

    Offers submitted in response to this solicitation shall be in the 
English language. Offers received in other than English shall be 
rejected.

                           (End of provision)

[56 FR 15155, Apr. 15, 1991, as amended at 56 FR 33487, July 22, 1991; 
58 FR 31143, May 28, 1993; 62 FR 51271, Sept. 30, 1997; 64 FR 51841, 
Sept. 24, 1999; 64 FR 72433, Dec. 27, 1999]



52.214-35  Submission of Offers in U.S. Currency.

    As prescribed in 14.201-6(x), insert the following provision:

            Submission of Offers in U.S. Currency (APR 1991)

    Offers submitted in response to this solicitation shall be in terms 
of U.S. dollars. Offers received in other than U.S. dollars shall be 
rejected.

                           (End of provision)

[56 FR 15155, Apr. 15, 1991, as amended at 58 FR 31143, May 28, 1993; 62 
FR 51271, Sept. 30, 1997; 64 FR 51841, Sept. 24, 1999; 64 FR 72433, Dec. 
27, 1999]



52.215-1  Instructions to Offerors--Competitive Acquisition.

    As prescribed in 15.209(a), insert the following provision:

      Instructions to Offerors--Competitive Acquisitions (JAN 2004)

    (a) Definitions. As used in this provision--
    Discussions are negotiations that occur after establishment of the 
competitive range that may, at the Contracting Officer's discretion, 
result in the offeror being allowed to revise its proposal.
    In writing, writing, or written means any worded or numbered 
expression that can be read, reproduced, and later communicated, and 
includes electronically transmitted and stored information.
    Proposal modification is a change made to a proposal before the 
solicitation's closing date and time, or made in response to an 
amendment, or made to correct a mistake at any time before award.
    Proposal revision is a change to a proposal made after the 
solicitation closing date, at the request of or as allowed by a 
Contracting Officer as the result of negotiations.
    Time, if stated as a number of days, is calculated using calendar 
days, unless otherwise specified, and will include Saturdays, Sundays, 
and legal holidays. However, if the last day falls on a Saturday, 
Sunday, or legal holiday, then the period shall include the next working 
day.
    (b) Amendments to solicitations. If this solicitation is amended, 
all terms and conditions that are not amended remain unchanged. Offerors 
shall acknowledge receipt of any amendment to this solicitation by the 
date and time specified in the amendment(s).
    (c) Submission, modification, revision, and withdrawal of proposals. 
(1) Unless other methods (e.g., electronic commerce or facsimile) are 
permitted in the solicitation, proposals and modifications to proposals 
shall be submitted in paper media in sealed envelopes or packages (i) 
addressed to the office specified in the solicitation, and (ii) showing 
the time and date specified for receipt, the solicitation number, and 
the name and address of the offeror. Offerors using commercial carriers 
should ensure that the proposal is marked on the outermost wrapper with 
the information in paragraphs (c)(1)(i) and (c)(1)(ii) of this 
provision.
    (2) The first page of the proposal must show--
    (i) The solicitation number;
    (ii) The name, address, and telephone and facsimile numbers of the 
offeror (and electronic address if available);
    (iii) A statement specifying the extent of agreement with all terms, 
conditions, and provisions included in the solicitation and agreement to 
furnish any or all items upon which prices are offered at the price set 
opposite each item;
    (iv) Names, titles, and telephone and facsimile numbers (and 
electronic addresses if available) of persons authorized to negotiate

[[Page 86]]

on the offeror's behalf with the Government in connection with this 
solicitation; and
    (v) Name, title, and signature of person authorized to sign the 
proposal. Proposals signed by an agent shall be accompanied by evidence 
of that agent's authority, unless that evidence has been previously 
furnished to the issuing office.
    (3) Submission, modification, revision, and withdrawal of proposals. 
(i) Offerors are responsible for submitting proposals, and any 
modifications or revisions, so as to reach the Government office 
designated in the solicitation by the time specified in the 
solicitation. If no time is specified in the solicitation, the time for 
receipt is 4:30 p.m., local time, for the designated Government office 
on the date that proposal or revision is due.
    (ii)(A) Any proposal, modification, or revision, received at the 
Government office designated in the solicitation after the exact time 
specified for receipt of offers is ``late'' and will not be considered 
unless it is received before award is made, the Contracting Officer 
determines that accepting the late offer would not unduly delay the 
acquisition; and--
    (1) If it was transmitted through an electronic commerce method 
authorized by the solicitation, it was received at the initial point of 
entry to the Government infrastructure not later than 5:00 p.m. one 
working day prior to the date specified for receipt of proposals; or
    (2) There is acceptable evidence to establish that it was received 
at the Government installation designated for receipt of offers and was 
under the Government's control prior to the time set for receipt of 
offers; or
    (3) It is the only proposal received.
    (B) However, a late modification of an otherwise successful proposal 
that makes its terms more favorable to the Government, will be 
considered at any time it is received and may be accepted.
    (iii) Acceptable evidence to establish the time of receipt at the 
Government installation includes the time/date stamp of that 
installation on the proposal wrapper, other documentary evidence of 
receipt maintained by the installation, or oral testimony or statements 
of Government personnel.
    (iv) If an emergency or unanticipated event interrupts normal 
Government processes so that proposals cannot be received at the office 
designated for receipt of proposals by the exact time specified in the 
solicitation, and urgent Government requirements preclude amendment of 
the solicitation, the time specified for receipt of proposals will be 
deemed to be extended to the same time of day specified in the 
solicitation on the first work day on which normal Government processes 
resume.
    (v) Proposals may be withdrawn by written notice received at any 
time before award. Oral proposals in response to oral solicitations may 
be withdrawn orally. If the solicitation authorizes facsimile proposals, 
proposals may be withdrawn via facsimile received at any time before 
award, subject to the conditions specified in the provision at 52.215-5, 
Facsimile Proposals. Proposals may be withdrawn in person by an offeror 
or an authorized representative, if the identity of the person 
requesting withdrawal is established and the person signs a receipt for 
the proposal before award.
    (4) Unless otherwise specified in the solicitation, the offeror may 
propose to provide any item or combination of items.
    (5) Offerors shall submit proposals in response to this solicitation 
in English, unless otherwise permitted by the solicitation, and in U.S. 
dollars, unless the provision at FAR 52.225-17, Evaluation of Foreign 
Currency Offers, is included in the solicitation.
    (6) Offerors may submit modifications to their proposals at any time 
before the solicitation closing date and time, and may submit 
modifications in response to an amendment, or to correct a mistake at 
any time before award.
    (7) Offerors may submit revised proposals only if requested or 
allowed by the Contracting Officer.
    (8) Proposals may be withdrawn at any time before award. Withdrawals 
are effective upon receipt of notice by the Contracting Officer.
    (d) Offer expiration date. Proposals in response to this 
solicitation will be valid for the number of days specified on the 
solicitation cover sheet (unless a different period is proposed by the 
offeror).
    (e) Restriction on disclosure and use of data. Offerors that include 
in their proposals data that they do not want disclosed to the public 
for any purpose, or used by the Government except for evaluation 
purposes, shall--
    (1) Mark the title page with the following legend: This proposal 
includes data that shall not be disclosed outside the Government and 
shall not be duplicated, used, or disclosed--in whole or in part--for 
any purpose other than to evaluate this proposal. If, however, a 
contract is awarded to this offeror as a result of--or in connection 
with--the submission of this data, the Government shall have the right 
to duplicate, use, or disclose the data to the extent provided in the 
resulting contract. This restriction does not limit the Government's 
right to use information contained in this data if it is obtained from 
another source without restriction. The data subject to this restriction 
are contained in sheets [insert numbers or other identification of 
sheets]; and
    (2) Mark each sheet of data it wishes to restrict with the following 
legend: Use or disclosure of data contained on this sheet is subject to 
the restriction on the title page of this proposal.

[[Page 87]]

    (f) Contract award. (1) The Government intends to award a contract 
or contracts resulting from this solicitation to the responsible 
offeror(s) whose proposal(s) represents the best value after evaluation 
in accordance with the factors and subfactors in the solicitation.
    (2) The Government may reject any or all proposals if such action is 
in the Government's interest.
    (3) The Government may waive informalities and minor irregularities 
in proposals received.
    (4) The Government intends to evaluate proposals and award a 
contract without discussions with offerors (except clarifications as 
described in FAR 15.306(a)). Therefore, the offeror's initial proposal 
should contain the offeror's best terms from a cost or price and 
technical standpoint. The Government reserves the right to conduct 
discussions if the Contracting Officer later determines them to be 
necessary. If the Contracting Officer determines that the number of 
proposals that would otherwise be in the competitive range exceeds the 
number at which an efficient competition can be conducted, the 
Contracting Officer may limit the number of proposals in the competitive 
range to the greatest number that will permit an efficient competition 
among the most highly rated proposals.
    (5) The Government reserves the right to make an award on any item 
for a quantity less than the quantity offered, at the unit cost or 
prices offered, unless the offeror specifies otherwise in the proposal.
    (6) The Government reserves the right to make multiple awards if, 
after considering the additional administrative costs, it is in the 
Government's best interest to do so.
    (7) Exchanges with offerors after receipt of a proposal do not 
constitute a rejection or counteroffer by the Government.
    (8) The Government may determine that a proposal is unacceptable if 
the prices proposed are materially unbalanced between line items or 
subline items. Unbalanced pricing exists when, despite an acceptable 
total evaluated price, the price of one or more contract line items is 
significantly overstated or understated as indicated by the application 
of cost or price analysis techniques. A proposal may be rejected if the 
Contracting Officer determines that the lack of balance poses an 
unacceptable risk to the Government.
    (9) If a cost realism analysis is performed, cost realism may be 
considered by the source selection authority in evaluating performance 
or schedule risk.
    (10) A written award or acceptance of proposal mailed or otherwise 
furnished to the successful offeror within the time specified in the 
proposal shall result in a binding contract without further action by 
either party.
    (11) If a post-award debriefing is given to requesting offerors, the 
Government shall disclose the following information, if applicable:
    (i) The agency's evaluation of the significant weak or deficient 
factors in the debriefed offeror's offer.
    (ii) The overall evaluated cost or price and technical rating of the 
successful and the debriefed offeror and past performance information on 
the debriefed offeror.
    (iii) The overall ranking of all offerors, when any ranking was 
developed by the agency during source selection.
    (iv) A summary of the rationale for award.
    (v) For acquisitions of commercial items, the make and model of the 
item to be delivered by the successful offeror.
    (vi) Reasonable responses to relevant questions posed by the 
debriefed offeror as to whether source-selection procedures set forth in 
the solicitation, applicable regulations, and other applicable 
authorities were followed by the agency.

                           (End of provision)

    Alternate I (OCT 1997). As prescribed in 15.209(a)(1), substitute 
the following paragraph (f)(4) for paragraph (f)(4) of the basic 
provision:

    (f)(4) The Government intends to evaluate proposals and award a 
contract after conducting discussions with offerors whose proposals have 
been determined to be within the competitive range. If the Contracting 
Officer determines that the number of proposals that would otherwise be 
in the competitive range exceeds the number at which an efficient 
competition can be conducted, the Contracting Officer may limit the 
number of proposals in the competitive range to the greatest number that 
will permit an efficient competition among the most highly rated 
proposals. Therefore, the offeror's initial proposal should contain the 
offeror's best terms from a price and technical standpoint.

    Alternate II (OCT 1997). As prescribed in 15.209(a)(2), add a 
paragraph (c)(9) substantially the same as the following to the basic 
clause:

    (9) Offerors may submit proposals that depart from stated 
requirements. Such proposals shall clearly identify why the acceptance 
of the proposal would be advantageous to the Government. Any deviations 
from the terms and conditions of the solicitation, as well as the 
comparative advantage to the Government, shall be clearly identified and 
explicitly defined. The Government reserves the right to amend the 
solicitation to allow

[[Page 88]]

all offerors an opportunity to submit revised proposals based on the 
revised requirements.

[62 FR 51259, Sept. 30, 1997; 64 FR 51841, Sept. 24, 1999, as amended at 
64 FR 72433, 72451, Dec. 27, 1999; 66 FR 2135, Jan. 10, 2001; 68 FR 
69258, Dec. 11, 2003]



52.215-2  Audit and Records--Negotiation.

    As prescribed in 15.209(b), insert the following clause:

                Audit and Records--Negotiation (MAR 2009)

    (a) As used in this clause, records includes books, documents, 
accounting procedures and practices, and other data, regardless of type 
and regardless of whether such items are in written form, in the form of 
computer data, or in any other form.
    (b) Examination of costs. If this is a cost-reimbursement, 
incentive, time-and-materials, labor-hour, or price redeterminable 
contract, or any combination of these, the Contractor shall maintain and 
the Contracting Officer, or an authorized representative of the 
Contracting Officer, shall have the right to examine and audit all 
records and other evidence sufficient to reflect properly all costs 
claimed to have been incurred or anticipated to be incurred directly or 
indirectly in performance of this contract. This right of examination 
shall include inspection at all reasonable times of the Contractor's 
plants, or parts of them, engaged in performing the contract.
    (c) Cost or pricing data. If the Contractor has been required to 
submit cost or pricing data in connection with any pricing action 
relating to this contract, the Contracting Officer, or an authorized 
representative of the Contracting Officer, in order to evaluate the 
accuracy, completeness, and currency of the cost or pricing data, shall 
have the right to examine and audit all of the Contractor's records, 
including computations and projections, related to--
    (1) The proposal for the contract, subcontract, or modification;
    (2) The discussions conducted on the proposal(s), including those 
related to negotiating;
    (3) Pricing of the contract, subcontract, or modification; or
    (4) Performance of the contract, subcontract or modification.
    (d) Comptroller General.(1) The Comptroller General of the United 
States, or an authorized representative, shall have access to and the 
right to examine any of the Contractor's directly pertinent records 
involving transactions related to this contract or a subcontract 
hereunder and to interview any current employee regarding such 
transactions.
    (2) This paragraph may not be construed to require the Contractor or 
subcontractor to create or maintain any record that the Contractor or 
subcontractor does not maintain in the ordinary course of business or 
pursuant to a provision of law.
    (e) Reports. If the Contractor is required to furnish cost, funding, 
or performance reports, the Contracting Officer or an authorized 
representative of the Contracting Officer shall have the right to 
examine and audit the supporting records and materials, for the purpose 
of evaluating (1) the effectiveness of the Contractor's policies and 
procedures to produce data compatible with the objectives of these 
reports and (2) the data reported.
    (f) Availability. The Contractor shall make available at its office 
at all reasonable times the records, materials, and other evidence 
described in paragraphs (a), (b), (c), (d), and (e) of this clause, for 
examination, audit, or reproduction, until 3 years after final payment 
under this contract or for any shorter period specified in Subpart 4.7, 
Contractor Records Retention, of the Federal Acquisition Regulation 
(FAR), or for any longer period required by statute or by other clauses 
of this contract. In addition--
    (1) If this contract is completely or partially terminated, the 
Contractor shall make available the records relating to the work 
terminated until 3 years after any resulting final termination 
settlement; and
    (2) The Contractor shall make available records relating to appeals 
under the Disputes clause or to litigation or the settlement of claims 
arising under or relating to this contract until such appeals, 
litigation, or claims are finally resolved.
    (g) The Contractor shall insert a clause containing all the terms of 
this clause, including this paragraph (a), in all subcontracts under 
this contract that exceed the simplified acquisition threshold and--
    (1) That are cost-reimbursement, incentive, time-and-materials, 
labor-hour, or price-redeterminable type or any combination of these;
    (2) For which cost or pricing data are required; or
    (3) That require the subcontractor to furnish reports as discussed 
in paragraph (e) of this clause.
    The clause may be altered only as necessary to identify properly the 
contracting parties and the Contracting Officer under the Government 
prime contract.

                             (End of clause)

    Alternate I (MAR 2009). As prescribed in 15.209(b)(2), substitute 
the following paragraphs (d)(1) and (g) for paragraphs (d)(1) and (g) of 
the basic clause:

    (d) Comptroller General or Inspector General. (1) The Comptroller 
General of the United

[[Page 89]]

States, an appropriate Inspector General appointed under section 3 or 8G 
of the Inspector General Act of 1978 (5 U.S.C. App.), or an authorized 
representative of either of the foregoing officials, shall have access 
to and the right to--
    (i) Examine any of the Contractor's or any subcontractor's records 
that pertain to and involve transactions relating to this contract or a 
subcontract hereunder; and
    (ii) Interview any officer or employee regarding such transactions.
    (g)(1) Except as provided in paragraph (g)(2) of this clause, the 
Contractor shall insert a clause containing all the terms of this 
clause, including this paragraph (g), in all subcontracts under this 
contract. The clause may be altered only as necessary to identify 
properly the contracting parties and the Contracting Officer under the 
Government prime contract.
    (2) The authority of the Inspector General under paragraph 
(d)(1)(ii) of this clause does not flow down to subcontracts.

    Alternate II (APR 1998). As prescribed in 15.209(b)(3), add the 
following paragraph (h) to the basic clause:

    (h) The provisions of OMB Circular No. A-133, ``Audits of States, 
Local Governments, and Nonprofit Organizations,'' apply to this 
contract.

    Alternate III (JUN 1999). As prescribed in 15.209(b)(4), delete 
paragraph (d) of the basic clause and redesignate the remaining 
paragraphs accordingly, and substitute the following paragraph (e) for 
the redesignated paragraph (e) of the basic clause:

    (e) Availability. The Contractor shall make available at its office 
at all reasonable times the records, materials, and other evidence 
described in paragraphs (a), (b), (c), and (d) of this clause, for 
examination, audit, or reproduction, until 3 years after final payment 
under this contract or for any shorter period specified in Subpart 4.7, 
Contractor Records Retention, of the Federal Acquisition Regulation 
(FAR), or for any longer period required by statute or by other clauses 
of this contract. In addition--
    (1) If this contract is completely or partially terminated, the 
Contractor shall make available the records relating to the work 
terminated until 3 years after any resulting final termination 
settlement; and
    (2) The Contractor shall make available records relating to appeals 
under the Disputes clause or to litigation or the settlement of claims 
arising under or relating to this contract until such appeals, 
litigation, or claims are finally resolved.

[60 FR 42651, Aug. 16, 1995, as amended at 61 FR 39198, July 26, 1996; 
62 FR 259, Jan. 2, 1997; 62 FR 51271, Sept. 30, 1997; 63 FR 9055, Feb. 
23, 1998; 64 FR 32749, June 17, 1999; 72 FR 27389, May 15, 2007; 74 FR 
14649, 14651, Mar. 31, 2009]



52.215-3  Request for Information or Solicitation for Planning Purposes.

    As prescribed in 15.209(c), insert the following provision:

Request for Information or Solicitation for Planning Purposes (OCT 1997)

    (a) The Government does not intend to award a contract on the basis 
of this solicitation or to otherwise pay for the information solicited 
except as an allowable cost under other contracts as provided in 
subsection 31.205-18, Bid and proposal costs, of the Federal Acquisition 
Regulation.
    (b) Although ``proposal'' and ``offeror'' are used in this Request 
for Information, your response will be treated as information only. It 
shall not be used as a proposal.
    (c) This solicitation is issued for the purpose of: [state purpose].

                           (End of provision)

[62 FR 51261, Sept. 30, 1997]



52.215-4  [Reserved]



52.215-5  Facsimile Proposals.

    As prescribed in 15.209(e), insert the following provision:

                     Facsimile Proposals (OCT 1997)

    (a) Definition. Facsimile proposal, as used in this provision, means 
a proposal, revision or modification of a proposal, or withdrawal of a 
proposal that is transmitted to and received by the Government via 
facsimile machine.
    (b) Offerors may submit facsimile proposals as responses to this 
solicitation. Facsimile proposals are subject to the same rules as paper 
proposals.
    (c) The telephone number of receiving facsimile equipment is: 
[insert telephone number].
    (d) If any portion of a facsimile proposal received by the 
Contracting Officer is unreadable to the degree that conformance to the 
essential requirements of the solicitation cannot be ascertained from 
the document--
    (1) The Contracting Officer immediately shall notify the offeror and 
permit the offeror to resubmit the proposal;

[[Page 90]]

    (2) The method and time for resubmission shall be prescribed by the 
Contracting Officer after consultation with the offeror; and
    (3) The resubmission shall be considered as if it were received at 
the date and time of the original unreadable submission for the purpose 
of determining timeliness, provided the offeror complies with the time 
and format requirements for resubmission prescribed by the Contracting 
Officer.
    (e) The Government reserves the right to make award solely on the 
facsimile proposal. However, if requested to do so by the Contracting 
Officer, the apparently successful offeror promptly shall submit the 
complete original signed proposal.

                           (End of provision)

[62 FR 51261, Sept. 30, 1997]



52.215-6  Place of Performance.

    As prescribed in 15.209(f), insert the following provision:

                     Place of Performance (OCT 1997)

    (a) The offeror or respondent, in the performance of any contract 
resulting from this solicitation, [squ] intends, [squ] does not intend 
[check applicable block] to use one or more plants or facilities located 
at a different address from the address of the offeror or respondent as 
indicated in this proposal or response to request for information.
    (b) If the offeror or respondent checks ``intends'' in paragraph (a) 
of this provision, it shall insert in the following spaces the required 
information:

------------------------------------------------------------------------
    Place of performance (street        Name and address of owner and
 address, city, state, county, zip    operator of the plant or facility
               code)                 if other than offeror or respondent
------------------------------------------------------------------------
 
 
------------------------------------------------------------------------

                           (End of provision)

[62 FR 51261, Sept. 30, 1997]



52.215-7  [Reserved]



52.215-8  Order of Precedence--Uniform Contract Format.

    As prescribed in 15.209(h), insert the following clause:

         Order of Precedence--Uniform Contract Format (OCT 1997)

    Any inconsistency in this solicitation or contract shall be resolved 
by giving precedence in the following order:
    (a) The Schedule (excluding the specifications).
    (b) Representations and other instructions.
    (c) Contract clauses.
    (d) Other documents, exhibits, and attachments.
    (e) The specifications.

                             (End of clause)

[62 FR 51261, Sept. 30, 1997]



52.215-9  Changes or Additions to Make-or-Buy Program.

    As prescribed in 15.408(a), insert the following clause:

         Changes or Additions to Make-or-Buy Program (OCT 1997)

    (a) The Contractor shall perform in accordance with the make-or-buy 
program incorporated in this contract. If the Contractor proposes to 
change the program, the Contractor shall, reasonably in advance of the 
proposed change, (1) notify the Contracting Officer in writing, and (2) 
submit justification in sufficient detail to permit evaluation. Changes 
in the place of performance of any ``make'' items in the program are 
subject to this requirement.
    (b) For items deferred at the time of negotiation of this contract 
for later addition to the program, the Contractor shall, at the earliest 
possible time--
    (1) Notify the Contracting Officer of each proposed addition; and
    (2) Provide justification in sufficient detail to permit evaluation.
    (c) Modification of the make-or-buy program to incorporate proposed 
changes or additions shall be effective upon the Contractor's receipt of 
the Contracting Officer's written approval.

                             (End of clause)

    Alternate I (OCT 1997). As prescribed in 15.408(a)(1) add the 
following paragraph (d) to the basic clause:

    (d) If the Contractor desires to reverse the categorization of 
``make'' or ``buy'' for any item or items designated in the contract as 
subject to this paragraph, it shall--
    (1) Support its proposal with cost or pricing data when permitted 
and necessary to support evaluation; and
    (2) After approval is granted, promptly negotiate with the 
Contracting Officer an equitable reduction in the contract price in 
accordance with paragraph (k) of the Incentive Price Revision--Firm 
Target clause or paragraph (m) of the Incentive Price Revision--
Successive Targets clause of this contract.

    Alternate II (OCT 1997). As prescribed in 15.408(a)(2), add the 
following paragraph (d) to the basic clause:


[[Page 91]]


    (d) If the Contractor desires to reverse the categorization of 
``make'' or ``buy'' for any item or items designated in the contract as 
subject to this paragraph, it shall--
    (1) Support its proposal with cost or pricing data to permit 
evaluation; and
    (2) After approval is granted, promptly negotiate with the 
Contracting Officer an equitable reduction in the contract's total 
estimated cost and fee in accordance with paragraph (e) of the Incentive 
Fee clause of this contract.

[62 FR 51261, Sept. 30, 1997]



52.215-10  Price Reduction for Defective Cost or Pricing Data.

    As prescribed in 15.408(b), insert the following clause:

      Price Reduction for Defective Cost or Pricing Data (OCT 1997)

    (a) If any price, including profit or fee, negotiated in connection 
with this contract, or any cost reimbursable under this contract, was 
increased by any significant amount because--
    (1) The Contractor or a subcontractor furnished cost or pricing data 
that were not complete, accurate, and current as certified in its 
Certificate of Current Cost or Pricing Data;
    (2) A subcontractor or prospective subcontractor furnished the 
Contractor cost or pricing data that were not complete, accurate, and 
current as certified in the Contractor's Certificate of Current Cost or 
Pricing Data; or
    (3) Any of these parties furnished data of any description that were 
not accurate, the price or cost shall be reduced accordingly and the 
contract shall be modified to reflect the reduction.
    (b) Any reduction in the contract price under paragraph (a) of this 
clause due to defective data from a prospective subcontractor that was 
not subsequently awarded the subcontract shall be limited to the amount, 
plus applicable overhead and profit markup, by which--
    (1) The actual subcontract; or
    (2) The actual cost to the Contractor, if there was no subcontract, 
was less than the prospective subcontract cost estimate submitted by the 
Contractor; provided, that the actual subcontract price was not itself 
affected by defective cost or pricing data.
    (c)(1) If the Contracting Officer determines under paragraph (a) of 
this clause that a price or cost reduction should be made, the 
Contractor agrees not to raise the following matters as a defense:
    (i) The Contractor or subcontractor was a sole source supplier or 
otherwise was in a superior bargaining position and thus the price of 
the contract would not have been modified even if accurate, complete, 
and current cost or pricing data had been submitted.
    (ii) The Contracting Officer should have known that the cost or 
pricing data in issue were defective even though the Contractor or 
subcontractor took no affirmative action to bring the character of the 
data to the attention of the Contracting Officer.
    (iii) The contract was based on an agreement about the total cost of 
the contract and there was no agreement about the cost of each item 
procured under the contract.
    (iv) The Contractor or subcontractor did not submit a Certificate of 
Current Cost or Pricing Data.
    (2)(i) Except as prohibited by subdivision (c)(2)(ii) of this 
clause, an offset in an amount determined appropriate by the Contracting 
Officer based upon the facts shall be allowed against the amount of a 
contract price reduction if--
    (A) The Contractor certifies to the Contracting Officer that, to the 
best of the Contractor's knowledge and belief, the Contractor is 
entitled to the offset in the amount requested; and
    (B) The Contractor proves that the cost or pricing data were 
available before the ``as of'' date specified on its Certificate of 
Current Cost or Pricing Data, and that the data were not submitted 
before such date.
    (ii) An offset shall not be allowed if--
    (A) The understated data were known by the Contractor to be 
understated before the ``as of'' date specified on its Certificate of 
Current Cost or Pricing Data; or
    (B) The Government proves that the facts demonstrate that the 
contract price would not have increased in the amount to be offset even 
if the available data had been submitted before the ``as of'' date 
specified on its Certificate of Current Cost or Pricing Data.
    (d) If any reduction in the contract price under this clause reduces 
the price of items for which payment was made prior to the date of the 
modification reflecting the price reduction, the Contractor shall be 
liable to and shall pay the United States at the time such overpayment 
is repaid--
    (1) Simple interest on the amount of such overpayment to be computed 
from the date(s) of overpayment to the Contractor to the date the 
Government is repaid by the Contractor at the applicable underpayment 
rate effective for each quarter prescribed by the Secretary of the 
Treasury under 26 U.S.C. 6621(a)(2); and
    (2) A penalty equal to the amount of the overpayment, if the 
Contractor or subcontractor knowingly submitted cost or pricing data 
that were incomplete, inaccurate, or noncurrent.

                             (End of clause)

[62 FR 51262, Sept. 30, 1997]

[[Page 92]]



52.215-11  Price Reduction for Defective Cost or Pricing Data--Modifications.

    As prescribed in 15.408(c), insert the following clause:

 Price Reduction for Defective Cost or Pricing Data--Modifications (OCT 
                                  1997)

    (a) This clause shall become operative only for any modification to 
this contract involving a pricing adjustment expected to exceed the 
threshold for submission of cost or pricing data at FAR 15.403-4, except 
that this clause does not apply to any modification if an exception 
under FAR 15.403-1 applies.
    (b) If any price, including profit or fee, negotiated in connection 
with any modification under this clause, or any cost reimbursable under 
this contract, was increased by any significant amount because (1) the 
Contractor or a subcontractor furnished cost or pricing data that were 
not complete, accurate, and current as certified in its Certificate of 
Current Cost or Pricing Data, (2) a subcontractor or prospective 
subcontractor furnished the Contractor cost or pricing data that were 
not complete, accurate, and current as certified in the Contractor's 
Certificate of Current Cost or Pricing Data, or (3) any of these parties 
furnished data of any description that were not accurate, the price or 
cost shall be reduced accordingly and the contract shall be modified to 
reflect the reduction. This right to a price reduction is limited to 
that resulting from defects in data relating to modifications for which 
this clause becomes operative under paragraph (a) of this clause.
    (c) Any reduction in the contract price under paragraph (b) of this 
clause due to defective data from a prospective subcontractor that was 
not subsequently awarded the subcontract shall be limited to the amount, 
plus applicable overhead and profit markup, by which--
    (1) The actual subcontract; or
    (2) The actual cost to the Contractor, if there was no subcontract, 
was less than the prospective subcontract cost estimate submitted by the 
Contractor; provided, that the actual subcontract price was not itself 
affected by defective cost or pricing data.
    (d)(1) If the Contracting Officer determines under paragraph (b) of 
this clause that a price or cost reduction should be made, the 
Contractor agrees not to raise the following matters as a defense:
    (i) The Contractor or subcontractor was a sole source supplier or 
otherwise was in a superior bargaining position and thus the price of 
the contract would not have been modified even if accurate, complete, 
and current cost or pricing data had been submitted.
    (ii) The Contracting Officer should have known that the cost or 
pricing data in issue were defective even though the Contractor or 
subcontractor took no affirmative action to bring the character of the 
data to the attention of the Contracting Officer.
    (iii) The contract was based on an agreement about the total cost of 
the contract and there was no agreement about the cost of each item 
procured under the contract.
    (iv) The Contractor or subcontractor did not submit a Certificate of 
Current Cost or Pricing Data.
    (2)(i) Except as prohibited by subdivision (d)(2)(ii) of this 
clause, an offset in an amount determined appropriate by the Contracting 
Officer based upon the facts shall be allowed against the amount of a 
contract price reduction if--
    (A) The Contractor certifies to the Contracting Officer that, to the 
best of the Contractor's knowledge and belief, the Contractor is 
entitled to the offset in the amount requested; and
    (B) The Contractor proves that the cost or pricing data were 
available before the ``as of'' date specified on its Certificate of 
Current Cost or Pricing Data, and that the data were not submitted 
before such date.
    (ii) An offset shall not be allowed if--
    (A) The understated data were known by the Contractor to be 
understated before the ``as of'' date specified on its Certificate of 
Current Cost or Pricing Data; or
    (B) The Government proves that the facts demonstrate that the 
contract price would not have increased in the amount to be offset even 
if the available data had been submitted before the ``as of'' date 
specified on its Certificate of Current Cost or Pricing Data.
    (e) If any reduction in the contract price under this clause reduces 
the price of items for which payment was made prior to the date of the 
modification reflecting the price reduction, the Contractor shall be 
liable to and shall pay the United States at the time such overpayment 
is repaid--
    (1) Simple interest on the amount of such overpayment to be computed 
from the date(s) of overpayment to the Contractor to the date the 
Government is repaid by the Contractor at the applicable underpayment 
rate effective for each quarter prescribed by the Secretary of the 
Treasury under 26 U.S.C. 6621(a)(2); and
    (2) A penalty equal to the amount of the overpayment, if the 
Contractor or subcontractor knowingly submitted cost or pricing data 
that were incomplete, inaccurate, or noncurrent.

                             (End of clause)

[62 FR 51262, Sept. 30, 1997]

[[Page 93]]



52.215-12  Subcontractor Cost or Pricing Data.

    As prescribed in 15.408(d), insert the following clause:

              Subcontractor Cost or Pricing Data (OCT 1997)

    (a) Before awarding any subcontract expected to exceed the threshold 
for submission of cost or pricing data at FAR 15.403-4, on the date of 
agreement on price or the date of award, whichever is later; or before 
pricing any subcontract modification involving a pricing adjustment 
expected to exceed the threshold for submission of cost or pricing data 
at FAR 15.403-4, the Contractor shall require the subcontractor to 
submit cost or pricing data (actually or by specific identification in 
writing), unless an exception under FAR 15.403-1 applies.
    (b) The Contractor shall require the subcontractor to certify in 
substantially the form prescribed in FAR 15.406-2 that, to the best of 
its knowledge and belief, the data submitted under paragraph (a) of this 
clause were accurate, complete, and current as of the date of agreement 
on the negotiated price of the subcontract or subcontract modification.
    (c) In each subcontract that exceeds the threshold for submission of 
cost or pricing data at FAR 15.403-4, when entered into, the Contractor 
shall insert either--
    (1) The substance of this clause, including this paragraph (c), if 
paragraph (a) of this clause requires submission of cost or pricing data 
for the subcontract; or
    (2) The substance of the clause at FAR 52.215-13, Subcontractor Cost 
or Pricing Data--Modifications.

                             (End of clause)

[62 FR 51263, Sept. 30, 1997]



52.215-13  Subcontractor Cost or Pricing Data--Modifications.

    As prescribed in 15.408(e), insert the following clause:

      Subcontractor Cost or Pricing Data--Modifications (OCT 1997)

    (a) The requirements of paragraphs (b) and (c) of this clause 
shall--
    (1) Become operative only for any modification to this contract 
involving a pricing adjustment expected to exceed the threshold for 
submission of cost or pricing data at FAR 15.403-4; and
    (2) Be limited to such modifications.
    (b) Before awarding any subcontract expected to exceed the threshold 
for submission of cost or pricing data at FAR 15.403-4, on the date of 
agreement on price or the date of award, whichever is later; or before 
pricing any subcontract modification involving a pricing adjustment 
expected to exceed the threshold for submission of cost or pricing data 
at FAR 15.403-4, the Contractor shall require the subcontractor to 
submit cost or pricing data (actually or by specific identification in 
writing), unless an exception under FAR 15.403-1 applies.
    (c) The Contractor shall require the subcontractor to certify in 
substantially the form prescribed in FAR 15.406-2 that, to the best of 
its knowledge and belief, the data submitted under paragraph (b) of this 
clause were accurate, complete, and current as of the date of agreement 
on the negotiated price of the subcontract or subcontract modification.
    (d) The Contractor shall insert the substance of this clause, 
including this paragraph (d), in each subcontract that exceeds the 
threshold for submission of cost or pricing data at FAR 15.403-4 on the 
date of agreement on price or the date of award, whichever is later.

                             (End of clause)

[62 FR 51263, Sept. 30, 1997]



52.215-14  Integrity of Unit Prices.

    As prescribed in 15.408(f)(1), insert the following clause:

                   Integrity of Unit Prices (OCT 1997)

    (a) Any proposal submitted for the negotiation of prices for items 
of supplies shall distribute costs within contracts on a basis that 
ensures that unit prices are in proportion to the items' base cost 
(e.g., manufacturing or acquisition costs). Any method of distributing 
costs to line items that distorts unit prices shall not be used. For 
example, distributing costs equally among line items is not acceptable 
except when there is little or no variation in base cost. Nothing in 
this paragraph requires submission of cost or pricing data not otherwise 
required by law or regulation.
    (b) When requested by the Contracting Officer, the Offeror/
Contractor shall also identify those supplies that it will not 
manufacture or to which it will not contribute significant value.
    (c) The Contractor shall insert the substance of this clause, less 
paragraph (b), in all subcontracts for other than: acquisitions at or 
below the simplified acquisition threshold in FAR Part 2; construction 
or architect-engineer services under FAR Part 36; utility services under 
FAR Part 41; services where supplies are not required; commercial items; 
and petroleum products.

[[Page 94]]

                             (End of clause)

    Alternate I (OCT 1997). As prescribed in 15.408(f)(2), substitute 
the following paragraph (b) for paragraph (b) of the basic clause:

    (b) The Offeror/Contractor shall also identify those supplies that 
it will not manufacture or to which it will not contribute significant 
value.

[62 FR 51263, Sept. 30, 1997]



52.215-15  Pension adjustments and asset reversions.

    As prescribed in 15.408(g), insert the following clause:

           Pension Adjustments and Asset Reversions (OCT 2004)

    (a) The Contractor shall promptly notify the Contracting Officer in 
writing when it determines that it will terminate a defined-benefit 
pension plan or otherwise recapture such pension fund assets.
    (b) For segment closings, pension plan terminations, or curtailment 
of benefits, the amount of the adjustment shall be--
    (1) For contracts and subcontracts that are subject to full coverage 
under the Cost Accounting Standards (CAS) Board rules and regulations 
(48 CFR Chapter 99), the amount measured, assigned, and allocated in 
accordance with 48 CFR 9904.413-50(c)(12); and
    (2) For contracts and subcontracts that are not subject to full 
coverage under the CAS, the amount measured, assigned, and allocated in 
accordance with 48 CFR 9904.413-50(c)(12), except the numerator of the 
fraction at 48 CFR 9904.413-50(c)(12)(vi) shall be the sum of the 
pension plan costs allocated to all non-CAS covered contracts and 
subcontracts that are subject to Federal Acquisition Regulation (FAR) 
Subpart 31.2 or for which cost or pricing data were submitted.
    (c) For all other situations where assets revert to the Contractor, 
or such assets are constructively received by it for any reason, the 
Contractor shall, at the Government's option, make a refund or give a 
credit to the Government for its equitable share of the gross amount 
withdrawn. The Government's equitable share shall reflect the 
Government's participation in pension costs through those contracts for 
which cost or pricing data were submitted or that are subject to FAR 
Subpart 31.2.
    (d) The Contractor shall include the substance of this clause in all 
subcontracts under this contract that meet the applicability requirement 
of FAR 15.408(g).

                             (End of clause)

[63 FR 58598, Oct. 30, 1998, as amended at 68 FR 69527, Dec. 11, 2003; 
69 FR 59704, Oct. 5, 2004; 69 FR 60967, Oct. 14, 2004]



52.215-16  Facilities Capital Cost of Money.

    As prescribed in 15.408(h), insert the following provision:

               Facilities Capital Cost of Money (JUN 2003)

    (a) Facilities capital cost of money will be an allowable cost under 
the contemplated contract, if the criteria for allowability in FAR 
31.205-10(b) are met. One of the allowability criteria requires the 
prospective Contractor to propose facilities capital cost of money in 
its offer.
    (b) If the prospective Contractor does not propose this cost, the 
resulting contract will include the clause Waiver of Facilities Capital 
Cost of Money.

                           (End of provision)

[52 FR 35669, Sept. 22, 1987. Redesignated and amended at 62 FR 51263, 
Sept. 30, 1997; 68 FR 28092, May 22, 2003]



52.215-17  Waiver of Facilities Capital Cost of Money.

    As prescribed in 15.408(i), insert the following clause:

          Waiver of Facilities Capital Cost of Money (OCT 1997)

    The Contractor did not include facilities capital cost of money as a 
proposed cost of this contract. Therefore, it is an unallowable cost 
under this contract.

                             (End of clause)

[52 FR 35669, Sept. 22, 1987. Redesignated and amended at 62 FR 51263, 
Sept. 30, 1997]



52.215-18  Reversion or Adjustment of Plans for Postretirement Benefits (PRB) 

Other Than Pensions.

    As prescribed in 15.408(j), insert the following clause:

Reversion or Adjustment of Plans for Postretirement Benefits (PRB) Other 
                        Than Pensions (JUL 2005)

    (a) The Contractor shall promptly notify the Contracting Officer in 
writing when the Contractor determines that it will terminate or reduce 
the benefits of a PRB plan.

[[Page 95]]

    (b) If PRB fund assets revert or inure to the Contractor, or are 
constructively received by it under a plan termination or otherwise, the 
Contractor shall make a refund or give a credit to the Government for 
its equitable share as required by 31.205-6(o)(5) of the Federal 
Acquisition Regulation (FAR). When determining or agreeing on the method 
for recovery of the Government's equitable share, the contracting 
parties should consider the following methods: cost reduction, 
amortizing the credit over a number of years (with appropriate 
interest), cash refund, or some other agreed upon method. Should the 
parties be unable to agree on the method for recovery of the 
Government's equitable share, through good faith negotiations, the 
Contracting Officer shall designate the method of recovery.
    (c) The Contractor shall insert the substance of this clause in all 
subcontracts that meet the applicability requirements of FAR 15.408(j).

                             (End of clause)

[70 FR 33673, June 8, 2005]



52.215-19  Notification of Ownership Changes.

    As prescribed in 15.408(k), insert the following clause:

              Notification of Ownership Changes (OCT 1997)

    (a) The Contractor shall make the following notifications in 
writing:
    (1) When the Contractor becomes aware that a change in its ownership 
has occurred, or is certain to occur, that could result in changes in 
the valuation of its capitalized assets in the accounting records, the 
Contractor shall notify the Administrative Contracting Officer (ACO) 
within 30 days.
    (2) The Contractor shall also notify the ACO within 30 days whenever 
changes to asset valuations or any other cost changes have occurred or 
are certain to occur as a result of a change in ownership.
    (b) The Contractor shall--
    (1) Maintain current, accurate, and complete inventory records of 
assets and their costs;
    (2) Provide the ACO or designated representative ready access to the 
records upon request;
    (3) Ensure that all individual and grouped assets, their capitalized 
values, accumulated depreciation or amortization, and remaining useful 
lives are identified accurately before and after each of the 
Contractor's ownership changes; and
    (4) Retain and continue to maintain depreciation and amortization 
schedules based on the asset records maintained before each Contractor 
ownership change.
    (c) The Contractor shall include the substance of this clause in all 
subcontracts under this contract that meet the applicability requirement 
of FAR 15.408(k).

                             (End of clause)

[62 FR 51264, Sept. 30, 1997]



52.215-20  Requirements for Cost or Pricing Data or Information Other Than 

Cost or Pricing Data.

    As prescribed in 15.408(l), insert the following provision:

Requirements for Cost or Pricing Data or Information Other Than Cost or 
                         Pricing Data (OCT 1997)

    (a) Exceptions from cost or pricing data. (1) In lieu of submitting 
cost or pricing data, offerors may submit a written request for 
exception by submitting the information described in the following 
subparagraphs. The Contracting Officer may require additional supporting 
information, but only to the extent necessary to determine whether an 
exception should be granted, and whether the price is fair and 
reasonable.
    (i) Identification of the law or regulation establishing the price 
offered. If the price is controlled under law by periodic rulings, 
reviews, or similar actions of a governmental body, attach a copy of the 
controlling document, unless it was previously submitted to the 
contracting office.
    (ii) Commercial item exception. For a commercial item exception, the 
offeror shall submit, at a minimum, information on prices at which the 
same item or similar items have previously been sold in the commercial 
market that is adequate for evaluating the reasonableness of the price 
for this acquisition. Such information may include--
    (A) For catalog items, a copy of or identification of the catalog 
and its date, or the appropriate pages for the offered items, or a 
statement that the catalog is on file in the buying office to which the 
proposal is being submitted. Provide a copy or describe current discount 
policies and price lists (published or unpublished), e.g., wholesale, 
original equipment manufacturer, or reseller. Also explain the basis of 
each offered price and its relationship to the established catalog 
price, including how the proposed price relates to the price of recent 
sales in quantities similar to the proposed quantities;
    (B) For market-priced items, the source and date or period of the 
market quotation or other basis for market price, the base amount, and 
applicable discounts. In addition, describe the nature of the market;
    (C) For items included on an active Federal Supply Service Multiple 
Award Schedule contract, proof that an exception has been granted for 
the schedule item.

[[Page 96]]

    (2) The offeror grants the Contracting Officer or an authorized 
representative the right to examine, at any time before award, books, 
records, documents, or other directly pertinent records to verify any 
request for an exception under this provision, and the reasonableness of 
price. For items priced using catalog or market prices, or law or 
regulation, access does not extend to cost or profit information or 
other data relevant solely to the offeror's determination of the prices 
to be offered in the catalog or marketplace.
    (b) Requirements for cost or pricing data. If the offeror is not 
granted an exception from the requirement to submit cost or pricing 
data, the following applies:
    (1) The offeror shall prepare and submit cost or pricing data and 
supporting attachments in accordance with Table 15-2 of FAR 15.408.
    (2) As soon as practicable after agreement on price, but before 
contract award (except for unpriced actions such as letter contracts), 
the offeror shall submit a Certificate of Current Cost or Pricing Data, 
as prescribed by FAR 15.406-2.

                           (End of provision)

    Alternate I (OCT 1997). As prescribed in 15.408(l), substitute the 
following paragraph (b)(1) for paragraph (b)(1) of the basic provision:

    (b)(1) The offeror shall submit cost or pricing data and supporting 
attachments in the following format:

    Alternate II (OCT 1997). As prescribed in 15.408(l), add the 
following paragraph (c) to the basic provision:

    (c) When the proposal is submitted, also submit one copy each to: 
(1) the Administrative Contracting Officer, and (2) the Contract 
Auditor.

    Alternate III (OCT 1997). As prescribed in 15.408(l), add the 
following paragraph (c) to the basic provision (if Alternate II is also 
used, redesignate the following paragraph as paragraph (d)).

    (c) Submit the cost portion of the proposal via the following 
electronic media: [Insert media format, e.g., electronic spreadsheet 
format, electronic mail, etc.]

    Alternate IV (OCT 1997). As prescribed in 15.408(l), replace the 
text of the basic provision with the following:

    (a) Submission of cost or pricing data is not required.
    (b) Provide information described below: [Insert description of the 
information and the format that are required, including access to 
records necessary to permit an adequate evaluation of the proposed price 
in accordance with 15.403-3.]

[62 FR 51264, Sept. 30, 1997]



52.215-21  Requirements for Cost or Pricing Data or Information Other Than 

Cost or Pricing Data--Modifications.

    As prescribed in 15.408(m), insert the following clause:

Requirements for Cost or Pricing Data or Information Other Than Cost or 
                 Pricing Data--Modifications (OCT 1997)

    (a) Exceptions from cost or pricing data. (1) In lieu of submitting 
cost or pricing data for modifications under this contract, for price 
adjustments expected to exceed the threshold set forth at FAR 15.403-4 
on the date of the agreement on price or the date of the award, 
whichever is later, the Contractor may submit a written request for 
exception by submitting the information described in the following 
subparagraphs. The Contracting Officer may require additional supporting 
information, but only to the extent necessary to determine whether an 
exception should be granted, and whether the price is fair and 
reasonable--
    (i) Identification of the law or regulation establishing the price 
offered. If the price is controlled under law by periodic rulings, 
reviews, or similar actions of a governmental body, attach a copy of the 
controlling document, unless it was previously submitted to the 
contracting office.
    (ii) Information on modifications of contracts or subcontracts for 
commercial items. (A) If--
    (1) The original contract or subcontract was granted an exception 
from cost or pricing data requirements because the price agreed upon was 
based on adequate price competition or prices set by law or regulation, 
or was a contract or subcontract for the acquisition of a commercial 
item; and
    (2) The modification (to the contract or subcontract) is not 
exempted based on one of these exceptions, then the Contractor may 
provide information to establish that the modification would not change 
the contract or subcontract from a contract or subcontract for the 
acquisition of a commercial item to a contract or subcontract for the 
acquisition of an item other than a commercial item.
    (B) For a commercial item exception, the Contractor shall provide, 
at a minimum, information on prices at which the same item or similar 
items have previously been sold that is adequate for evaluating the 
reasonableness of the price of the modification. Such information may 
include--
    (1) For catalog items, a copy of or identification of the catalog 
and its date, or the appropriate pages for the offered items, or a

[[Page 97]]

statement that the catalog is on file in the buying office to which the 
proposal is being submitted. Provide a copy or describe current discount 
policies and price lists (published or unpublished), e.g., wholesale, 
original equipment manufacturer, or reseller. Also explain the basis of 
each offered price and its relationship to the established catalog 
price, including how the proposed price relates to the price of recent 
sales in quantities similar to the proposed quantities.
    (2) For market-priced items, the source and date or period of the 
market quotation or other basis for market price, the base amount, and 
applicable discounts. In addition, describe the nature of the market.
    (3) For items included on an active Federal Supply Service Multiple 
Award Schedule contract, proof that an exception has been granted for 
the schedule item.
    (2) The Contractor grants the Contracting Officer or an authorized 
representative the right to examine, at any time before award, books, 
records, documents, or other directly pertinent records to verify any 
request for an exception under this clause, and the reasonableness of 
price. For items priced using catalog or market prices, or law or 
regulation, access does not extend to cost or profit information or 
other data relevant solely to the Contractor's determination of the 
prices to be offered in the catalog or marketplace.
    (b) Requirements for cost or pricing data. If the Contractor is not 
granted an exception from the requirement to submit cost or pricing 
data, the following applies:
    (1) The Contractor shall submit cost or pricing data and supporting 
attachments in accordance with Table 15-2 of FAR 15.408.
    (2) As soon as practicable after agreement on price, but before 
award (except for unpriced actions), the Contractor shall submit a 
Certificate of Current Cost or Pricing Data, as prescribed by FAR 
15.406-2.

                             (End of clause)

    Alternate I (OCT 1997). As prescribed in 15.408(m), substitute the 
following paragraph (b)(1) for paragraph (b)(1) of the basic clause.

    (1) The Contractor shall submit cost or pricing data and supporting 
attachments prepared in the following format:

    Alternate II (OCT 1997). As prescribed in 15.408(m), add the 
following paragraph (c) to the basic clause:

    (c) When the proposal is submitted, also submit one copy each to: 
(1) the Administrative Contracting Officer, and (2) the Contract 
Auditor.

    Alternate III (OCT 1997). As prescribed in 15.408(m), add the 
following paragraph (c) to the basic clause (if Alternate II is also 
used, redesignate the following paragraph as paragraph (d)):

    (c) Submit the cost portion of the proposal via the following 
electronic media: [Insert media format]

    Alternate IV (OCT 1997). As prescribed in 15.408(m), replace the 
text of the basic clause with the following:

    (a) Submission of cost or pricing data is not required.
    (b) Provide information described below: [Insert description of the 
information and the format that are required, including access to 
records necessary to permit an adequate evaluation of the proposed price 
in accordance with 15.403-3.]

[62 FR 51264, Sept. 30, 1997]



52.215-22--52.215-42  [Reserved]



52.216-1  Type of Contract.

    As prescribed in 16.105, complete and insert the following 
provision:

                       Type of Contract (APR 1984)

    The Government contemplates award of a ------ [Contracting Officer 
insert specific type of contract] contract resulting from this 
solicitation.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.216-2  Economic Price Adjustment--Standard Supplies.

    As prescribed in 16.203-4(a), insert the following clause. The 
clause may be modified by increasing the 10 percent limit on aggregate 
increases specified in subparagraph (c)(1), upon approval by the chief 
of the contracting office.

         Economic Price Adjustment--Standard Supplies (JAN 1997)

    (a) The Contractor warrants that the unit price stated in the 
Schedule for ---- [offeror insert Schedule line item number] is not in 
excess of the Contractor's applicable established price in effect on the 
contract date for like quantites of the same item. The term unit price 
excludes any part of the price directly resulting from requirements for 
preservation, packaging, or packing beyond standard commercial practice. 
The term established price means a price that (1) is an established 
catalog or market price for a commercial item sold in substantial 
quantities to the general public, and (2) is the net price

[[Page 98]]

after applying any standard trade discounts offered by the Contractor.
    (b) The Contractor shall promptly notify the Contracting Officer of 
the amount and effective date of each decrease in any applicable 
established price. Each corresponding contract unit price shall be 
decreased by the same percentage that the established price is 
decreased. The decrease shall apply to those items delivered on and 
after the effective date of the decrease in the Contractor's established 
price, and this contract shall be modified accordingly.
    (c) If the Contractor's applicable established price is increased 
after the contract date, the corresponding contract unit price shall be 
increased, upon the Contractor's written request to the Contracting 
Officer, by the same percentage that the established price is increased, 
and the contract shall be modified accordingly, subject to the following 
limitations:
    (1) The aggregate of the increases in any contract unit price under 
this clause shall not exceed 10 percent of the original contract unit 
price.
    (2) The increased contract unit price shall be effective (i) on the 
effective date of the increase in the applicable established price if 
the Contracting Officer receives the Contractor's written request within 
10 days thereafter or (ii) if the written request is received later, on 
the date the Contracting Officer receives the request.
    (3) The increased contract unit price shall not apply to quantities 
scheduled under the contract for delivery before the effective date of 
the increased contract unit price, unless failure to deliver before that 
date results from causes beyond the control and without the fault or 
negligence of the Contractor, within the meaning of the Default clause.
    (4) No modification increasing a contract unit price shall be 
executed under this paragraph (c) until the Contracting Officer verifies 
the increase in the applicable established price.
    (5) Within 30 days after receipt of the Contractor's written 
request, the Contracting Officer may cancel, without liability to either 
party, any undelivered portion of the contract items affected by the 
requested increase.
    (d) During the time allowed for the cancellation provided for in 
subparagraph (c)(5) above, and thereafter if there is no cancellation, 
the Contractor shall continue deliveries according to the contract 
delivery schedule, and the Government shall pay for such deliveries at 
the contract unit price, increased to the extent provided by paragraph 
(c) above.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48221, Sept. 18, 1995; 
62 FR 238, 260, Jan. 2, 1997]



52.216-3  Economic Price Adjustment--Semistandard Supplies.

    As prescribed in 16.203-4(b), insert the following clause. The 
clause may be modified by increasing the 10 percent limit on aggregate 
increases specified in subparagraph (c)(1), upon approval by the chief 
of the contracting office.

       Economic Price Adjustment--Semistandard Supplies (JAN 1997)

    (a) The Contractor warrants that the supplies identified as line 
items ---- [offeror insert Schedule line item number] in the Schedule 
are, except for modifications required by the contract specifications, 
supplies for which it has an established price. The term established 
price means a price that (1) is an established catalog or market price 
for a commercial item sold in substantial quantities to the general 
public, and (2) is the net price after applying any standard trade 
discounts offered by the Contractor. The Contractor further warrants 
that, as of the date of this contract, any difference between the unit 
prices stated in the contract for these line items and the Contractor's 
established prices for like quantities of the nearest commercial 
equivalents are due to compliance with contract specifications and with 
any contract requirements for preservation, packaging, and packing 
beyond standard commercial practice.
    (b) The Contractor shall promptly notify the Contracting Officer of 
the amount and effective date of each decrease in any applicable 
established price. Each corresponding contract unit price (exclusive of 
any part of the unit price that reflects modifications resulting from 
compliance with specifications or with requirements for preservation, 
packaging, and packing beyond standard commercial practice) shall be 
decreased by the same percentage that the established price is 
decreased. The decrease shall apply to those items delivered on and 
after the effective date of the decrease in the Contractor's established 
price, and this contract shall be modified accordingly.
    (c) If the Contractor's applicable established price is increased 
after the contract date, the corresponding contract unit price 
(exclusive of any part of the unit price resulting from compliance with 
specifications or with requirements for preservation, packaging, and 
packing beyond standard commercial practice) shall be increased, upon 
the Contractor's written request to the Contracting Officer, by the same 
percentage that the established price is increased, and the contract 
shall be modified accordingly, subject to the following limitations:
    (1) The aggregate of the increases in any contract unit price under 
this clause shall

[[Page 99]]

not exceed 10 percent of the original contract unit price.
    (2) The increased contract unit price shall be effective (i) on the 
effective date of the increase in the applicable established price if 
the Contracting Officer receives the Contractor's written request within 
10 days thereafter or (ii) if the written request is received later, on 
the date the Contracting Officer receives the request.
    (3) The increased contract unit price shall not apply to quantities 
scheduled under the contract for delivery before the effective date of 
the increased contract unit price, unless failure to deliver before that 
date results from causes beyond the control and without the fault or 
negligence of the Contractor, within the meaning of the Default clause.
    (4) No modification increasing a contract unit price shall be 
executed under this paragraph (c) until the Contracting Officer verifies 
the increase in the applicable established price.
    (5) Within 30 days after receipt of the Contractor's written 
request, the Contracting Officer may cancel, without liability to either 
party, any undelivered portion of the contract items affected by the 
requested increase.
    (d) During the time allowed for the cancellation provided for in 
subparagraph (c)(5) above, and thereafter if there is no cancellation, 
the Contractor shall continue deliveries according to the contract 
delivery schedule, and the Government shall pay for such deliveries at 
the contract unit price, increased to the extent provided by paragraph 
(c) above.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48221, Sept. 18, 1995; 
62 FR 238, 261, Jan. 2, 1997; 62 FR 10710, Mar. 10, 1997]



52.216-4  Economic Price Adjustment--Labor and Material.

    As prescribed in 16.203-4(c), when contracting by negotiation, 
insert a clause that is substantially the same as the following clause 
in solicitations and contracts when the conditions specified in 16.203-
4(c)(1)(i) through (iv) apply (but see 16.203-4(c)(2)). The clause may 
be modified by increasing the 10-percent limit on aggregate increases 
specified in subparagraph (c)(4), upon approval by the chief of the 
contracting office.

        Economic Price Adjustment--Labor and Material (JAN 1997)

    (a) The Contractor shall notify the Contracting Officer if, at any 
time during contract performance, the rates of pay for labor (including 
fringe benefits) or the unit prices for material shown in the Schedule 
either increase or decrease. The Contractor shall furnish this notice 
within 60 days after the increase or decrease, or within any additional 
period that the Contracting Officer may approve in writing, but not 
later than the date of final payment under this contract. The notice 
shall include the Contractor's proposal for an adjustment in the 
contract unit prices to be negotiated under paragraph (b) below, and 
shall include, in the form required by the Contracting Officer, 
supporting data explaining the cause, effective date, and amount of the 
increase or decrease and the amount of the Contractor's adjustment 
proposal.
    (b) Promptly after the Contracting Officer receives the notice and 
data under paragraph (a) above, the Contracting Officer and the 
Contractor shall negotiate a price adjustment in the contract unit 
prices and its effective date. However, the Contracting Officer may 
postpone the negotiations until an accumulation of increases and 
decreases in the labor rates (including fringe benefits) and unit prices 
of material shown in the Schedule results in an adjustment allowable 
under subparagraph (c)(3) below. The Contracting Officer shall modify 
this contract (1) to include the price adjustment and its effective date 
and (2) to revise the labor rates (including fringe benefits) or unit 
prices of material as shown in the Schedule to reflect the increases or 
decreases resulting from the adjustment. The Contractor shall continue 
performance pending agreement on, or determination of, any adjustment 
and its effective date.
    (c) Any price adjustment under this clause is subject to the 
following limitations:
    (1) Any adjustment shall be limited to the effect on unit prices of 
the increases or decreases in the rates of pay for labor (including 
fringe benefits) or unit prices for material shown in the Schedule. 
There shall be no adjustment for (i) supplies or services for which the 
production cost is not affected by such changes, (ii) changes in rates 
or unit prices other than those shown in the Schedule, or (iii) changes 
in the quantities of labor or material used from those shown in the 
Schedule for each item.
    (2) No upward adjustment shall apply to supplies or services that 
are required to be delivered or performed before the effective date of 
the adjustment, unless the Contractor's failure to deliver or perform 
according to the delivery schedule results from causes beyond the 
Contractor's control and without its fault or negligence, within the 
meaning of the Default clause.
    (3) There shall be no adjustment for any change in rates of pay for 
labor (including fringe benefits) or unit prices for material which 
would not result in a net change of at

[[Page 100]]

least 3 percent of the then-current total contract price. This 
limitation shall not apply, however, if, after final delivery of all 
contract line items, either party requests an adjustment under paragraph 
(b) above.
    (4) The aggregate of the increases in any contract unit price made 
under this clause shall not exceed 10 percent of the original unit 
price. There is no percentage limitation on the amount of decreases that 
may be made under this clause.
    (d) The Contracting Officer may examine the Contractor's books, 
records, and other supporting data relevant to the cost of labor 
(including fringe benefits) and material during all reasonable times 
until the end of 3 years after the date of final payment under this 
contract or the time periods specified in subpart 4.7 of the Federal 
Acquisition Regulation (FAR), whichever is earlier.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 62 FR 238, Jan. 2, 1997]



52.216-5  Price Redetermination--Prospective.

    As prescribed in 16.205-4, insert the following clause:

              Price Redetermination--Prospective (OCT 1997)

    (a) General. The unit prices and the total price stated in this 
contract shall be periodically redetermined in accordance with this 
clause, except that (1) the prices for supplies delivered and services 
performed before the first effective date of price redetermination (see 
paragraph (c) below) shall remain fixed and (2) in no event shall the 
total amount paid under this contract exceed any ceiling price included 
in the contract.
    (b) Definition. Costs, as used in this clause, means allowable costs 
in accordance with part 31 of the Federal Acquisition Regulation (FAR) 
in effect on the date of this contract.
    (c) Price redetermination periods. For the purpose of price 
redetermination, performance of this contract is divided into successive 
periods. The first period shall extend from the date of the contract to 
----, [see Note (1)] and the second and each succeeding period shall 
extend for ---- [insert appropriate number] months from the end of the 
last preceding period, except that the parties may agree to vary the 
length of the final period. The first day of the second and each 
succeeding period shall be the effective date of price redetermination 
for that period.
    (d) Data submission. (1) Not more than -- nor less than -- [see Note 
(2)] days before the end of each redetermination period, except the 
last, the Contractor shall submit--
    (i) Proposed prices for supplies that may be delivered or services 
that may be performed in the next succeeding period, and--
    (A) An estimate and breakdown of the costs of these supplies or 
services in the format of Table 15-2, FAR 15.408, or in any other form 
on which the parties may agree;
    (B) Sufficient data to support the accuracy and reliability of this 
estimate; and
    (C) An explanation of the differences between this estimate and the 
original (or last preceding) estimate for the same supplies or services; 
and
    (ii) A statement of all costs incurred in performing this contract 
through the end of the ------ month (see Note (3)) before the submission 
of proposed prices in the format of Table 15-2, FAR 15.408 (or in any 
other form on which the parties may agree), with sufficient supporting 
data to disclose unit costs and cost trends for--
    (A) Supplies delivered and services performed; and
    (B) Inventories of work in process and undelivered contract supplies 
on hand (estimated to the extent necessary).
    (2) The Contractor shall also submit, to the extent that it becomes 
available before negotiations on redetermined prices are concluded--
    (i) Supplemental statements of costs incurred after the date stated 
in subdivision (d)(1)(ii) above for--
    (A) Supplies delivered and services performed; and
    (B) Inventories of work in process and undelivered contract supplies 
on hand (estimated to the extent necessary); and
    (ii) Any other relevant data that the Contracting Officer may 
reasonably require.
    (3) If the Contractor fails to submit the data required by 
subparagraphs (1) and (2) above, within the time specified, the 
Contracting Officer may suspend payments under this contract until the 
data are furnished. If it is later determined that the Government has 
overpaid the Contractor, the Contractor shall repay the excess to the 
Government immediately. Unless repaid within 30 days after the end of 
the data submittal period, the amount of the excess shall bear interest, 
computed from the date the data were due to the date of repayment, at 
the rate established in accordance with the Interest clause.
    (e) Price redetermination. Upon the Contracting Officer's receipt of 
the data required by paragraph (d) above, the Contracting Officer and 
the Contractor shall promptly negotiate to redetermine fair and 
reasonable prices for supplies that may be delivered or services that 
may be performed in the period following the effective date of price 
redetermination.
    (f) Contract modifications. Each negotiated redetermination of 
prices shall be evidenced by a modification to this contract, signed by

[[Page 101]]

the Contractor and the Contracting Officer, stating the redetermined 
prices that apply during the redetermination period.
    (g) Adjusting billing prices. Pending execution of the contract 
modification (see paragraph (f) above), the Contractor shall submit 
invoices or vouchers in accordance with the billing prices stated in 
this contract. If at any time it appears that the then-current billing 
prices will be substantially greater than the estimated final prices, or 
if the Contractor submits data showing that the redetermined price will 
be substantially greater than the current billing prices, the parties 
shall negotiate an appropriate decrease or increase in billing prices. 
Any billing price adjustment shall be reflected in a contract 
modification and shall not affect the redetermination of prices under 
this clause. After the contract modification for price redetermination 
is executed, the total amount paid or to be paid on all invoices or 
vouchers shall be adjusted to reflect the agreed-upon prices, and any 
requested additional payments, refunds, or credits shall be made 
promptly.
    (h) Quarterly limitation on payments statement. This paragraph (h) 
applies only during periods for which firm prices have not been 
established.
    (1) Within 45 days after the end of the quarter of the Contractor's 
fiscal year in which a delivery is first made (or services are first 
performed) and accepted by the Government under this contract, and for 
each quarter thereafter, the Contractor shall submit to the contract 
administration office (with a copy to the contracting office and the 
cognizant contract auditor) a statement, cumulative from the beginning 
of the contract, showing--
    (i) The total contract price of all supplies delivered (or services 
performed) and accepted by the Government and for which final prices 
have been established;
    (ii) The total costs (estimated to the extent necessary) reasonably 
incurred for, and properly allocable solely to, the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established;
    (iii) The portion of the total interim profit (used in establishing 
the initial contract price or agreed to for the purpose of this 
paragraph (h)) that is in direct proportion to the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established; and
    (iv) The total amount of all invoices or vouchers for supplies 
delivered (or services performed) and accepted by the Government 
(including amounts applied or to be applied to liquidate progress 
payments).
    (2) The statement required by subparagraph (1) above need not be 
submitted for any quarter for which either no costs are to be reported 
under subdivision (1)(ii) above, or revised billing prices have been 
established in accordance with paragraph (g) above, and do not exceed 
the existing contract price, the Contractor's price-redetermination 
proposal, or a price based on the most recent quarterly statement, 
whichever is least.
    (3) Notwithstanding any provision of this contract authorizing 
greater payments, if on any quarterly statement the amount under 
subdivision (1)(iv) above exceeds the sum due the Contractor, as 
computed in accordance with subdivisions (1)(i), (ii), and (iii) above, 
the Contractor shall immediately refund or credit to the Government the 
amount of this excess. The Contractor may, when appropriate, reduce this 
refund or credit by the amount of any applicable tax credits due the 
Contractor under 26 U.S.C. 1481 and by the amount of previous refunds or 
credits effected under this clause. If any portion of the excess has 
been applied to the liquidation of progress payments, then that portion 
may, instead of being refunded, be added to the unliquidated progress 
payment account, consistent with the Progress Payments clause. The 
Contractor shall provide complete details to support any claimed 
reductions in refunds.
    (4) If the Contractor fails to submit the quarterly statement within 
45 days after the end of each quarter and it is later determined that 
the Government has overpaid the Contractor, the Contractor shall repay 
the excess to the Government immediately. Unless repaid within 30 days 
after the end of the statement submittal period, the amount of the 
excess shall bear interest, computed from the date the quarterly 
statement was due to the date of repayment, at the rate established in 
accordance with the Interest clause.
    (i) Subcontracts. No subcontract placed under this contract may 
provide for payment on a cost-plus-a-percentage-of-cost basis.
    (j) Disagreements. If the Contractor and the Contracting Officer 
fail to agree upon redetermined prices for any price redetermination 
period within 60 days (or within such other period as the parties agree) 
after the date on which the data required by paragraph (d) above are to 
be submitted, the Contracting Officer shall promptly issue a decision in 
accordance with the Disputes clause. For the purpose of paragraphs (f), 
(g), and (h) above, and pending final settlement of the disagreement on 
appeal, by failure to appeal, or by agreement, this decision shall be 
treated as an executed contract modification. Pending final settlement, 
price redetermination for subsequent periods, if any, shall continue to 
be negotiated as provided in this clause.
    (k) Termination. If this contract is terminated, prices shall 
continue to be established in accordance with this clause for (1) 
completed supplies and services accepted by the

[[Page 102]]

Government and (2) those supplies and services not terminated under a 
partial termination. All other elements of the termination shall be 
resolved in accordance with other applicable clauses of this contract.

                             (End of clause)

    Notes: (1) Express in terms of units delivered, or as a date; but in 
either case the period should end on the last day of a month.
    (2) Insert the numbers of days chosen so that the Contractor's 
submission will be late enough to reflect recent cost experience (taking 
into account the Contractor's accounting system), but early enough to 
permit review, audit (if necessary), and negotiation before the start of 
the prospective period.
    (3) Insert first, except that second may be inserted if necessary to 
achieve compatibility with the Contractor's accounting system.

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48221, Sept. 18, 1995; 
61 FR 67425, Dec. 20, 1996; 62 FR 51265, Sept. 30, 1997]



52.216-6  Price Redetermination--Retroactive.

    As prescribed in 16.206-4, insert the following clause:

              Price Redetermination--Retroactive (OCT 1997)

    (a) General. The unit price and the total price stated in this 
contract shall be redetermined in accordance with this clause, but in no 
event shall the total amount paid under this contract exceed ---- 
[insert dollar amount of ceiling price].
    (b) Definition. Costs, as used in this clause, means allowable costs 
in accordance with part 31 of the Federal Acquisition Regulation (FAR) 
in effect on the date of this contract.
    (c) Data submission. (1) Within -- [Contracting Officer insert 
number of days] days after delivery of all supplies to be delivered and 
completion of all services to be performed under this contract, the 
Contractor shall submit--
    (i) Proposed prices;
    (ii) A statement in the format of table 15-2, FAR 15.408, or in any 
other form on which the parties may agree, of all costs incurred in 
performing the contract; and
    (iii) Any other relevant data that the Contracting Officer may 
reasonably require.
    (2) If the Contractor fails to submit the data required by 
subparagraph (1) above within the time specified, the Contracting 
Officer may suspend payments under this contract until the data are 
furnished. If it is later determined that the Government has overpaid 
the Contractor, the excess shall be repaid to the Government 
immediately. Unless repaid within 30 days after the end of the data 
submittal period, the amount of the excess shall bear interest, computed 
from the date the data were due to the date of repayment, at the rate 
established in accordance with the Interest clause.
    (d) Price determination. Upon the Contracting Officer's receipt of 
the data required by paragraph (c) above, the Contracting Officer and 
the Contractor shall promptly negotiate to redetermine fair and 
reasonable prices for supplies delivered and services performed by the 
Contractor under this contract.
    (e) Contract modification. The negotiated redetermination of price 
shall be evidenced by a modification to this contract, signed by the 
Contractor and the Contracting Officer.
    (f) Adjusting billing prices. Pending execution of the contract 
modification (see paragraph (e) above), the Contractor shall submit 
invoices or vouchers in accordance with billing prices stated in this 
contract. If at any time it appears that the then-current billing prices 
will be substantially greater than the estimated final prices, or if the 
Contractor submits data showing that the redetermined prices will be 
substantially greater than the current billing prices, the parties shall 
negotiate an appropriate decrease or increase in billing prices. Any 
billing price adjustment shall be reflected in a contract modification 
and shall not affect the redetermination of prices under this clause. 
After the contract modification for price redetermination is executed, 
the total amount paid or to be paid on all invoices or vouchers shall be 
adjusted to reflect the agreed-upon prices, and any resulting additional 
payments, refunds, or credits shall be made promptly.
    (g) Quarterly limitation on payments statement. This paragraph (g) 
shall apply until final price redetermination under this contract has 
been completed.
    (1) Within 45 days after the end of the quarter of the Contractor's 
fiscal year in which a delivery is first made (or services are first 
performed) and accepted by the Government under this contract, and for 
each quarter thereafter, the Contractor shall submit to the contract 
administration office (with a copy to the contracting office and the 
cognizant contract auditor), a statement, cumulative from the beginning 
of the contract, showing--
    (i) The total contract price of all supplies delivered (or services 
performed) and accepted by the Government and for which final prices 
have been established;
    (ii) The total costs (estimated to the extent necessary) reasonably 
incurred for, and properly allocable solely to, the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established;
    (iii) The portion of the total interim profit (used in establishing 
the initial contract price or agreed to for the purpose of this

[[Page 103]]

paragraph (g)) that is in direct proportion to the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established; and
    (iv) The total amount of all invoices or vouchers for supplies 
delivered (or services performed) and accepted by the Government 
(including amounts applied or to be applied to liquidate progress 
payments).
    (2) Notwithstanding any provision of this contract authorizing 
greater payments, if on any quarterly statement the amount under 
subdivision (1)(iv) above exceeds the sum due the Contractor, as 
computed in accordance with subdivisions (i), (ii), and (iii) above, the 
Contractor shall immediately refund or credit to the Government the 
amount of this excess. The Contractor may, when appropriate, reduce this 
refund or credit by the amount of any applicable tax credits due the 
contractor under 26 U.S.C. 1481 and by the amount of previous refunds or 
credits effected under this clause. If any portion of the excess has 
been applied to the liquidation of progress payments, then that portion 
may, instead of being refunded, be added to the unliquidated progress 
payment account, consistent with the Progress Payments clause. The 
Contractor shall provide complete details to support any claimed 
reduction in refunds.
    (3) If the Contractor fails to submit the quarterly statement within 
45 days after the end of each quarter and it is later determined that 
the Government has overpaid the Contractor, the Contractor shall repay 
the excess to the Government immediately. Unless repaid within 30 days 
after the end of the statement submittal period, the amount of the 
excess shall bear interest, computed from the date the quarterly 
statement was due to the date of repayment, at the rate established in 
accordance with the Interest clause.
    (h) Subcontracts. No subcontract placed under this contract may 
provide for payment on a cost-plus-a-percentage-of-cost basis.
    (i) Disagreements. If the Contractor and the Contracting Officer 
fail to agree upon redetermined prices within 60 days (or within such 
other period as the parties agree) after the date on which the data 
required by paragraph (c) above are to be submitted, the Contracting 
Officer shall promptly issue a decision in accordance with the Disputes 
clause. For the purpose of paragraphs (e), (f), and (g) above, and 
pending final settlement of the disagreement on appeal, by failure to 
appeal, or by agreement, this decision shall be treated as an executed 
contract modification.
    (j) Termination. If this contract is terminated before price 
redetermination, prices shall be established in accordance with this 
clause for completed supplies and services not terminated. All other 
elements of the termination shall be resolved in accordance with other 
applicable clauses of this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48221, Sept. 18, 1995; 
61 FR 67426, Dec. 20, 1996; 62 FR 51265, Sept. 30, 1997]



52.216-7  Allowable Cost and Payment.

    As prescribed in 16.307(a), insert the following clause:

                  Allowable Cost and Payment (DEC 2002)

    (a) Invoicing. (1) The Government will make payments to the 
Contractor when requested as work progresses, but (except for small 
business concerns) not more often than once every 2 weeks, in amounts 
determined to be allowable by the Contracting Officer in accordance with 
Federal Acquisition Regulation (FAR) subpart 31.2 in effect on the date 
of this contract and the terms of this contract. The Contractor may 
submit to an authorized representative of the Contracting Officer, in 
such form and reasonable detail as the representative may require, an 
invoice or voucher supported by a statement of the claimed allowable 
cost for performing this contract.
    (2) Contract financing payments are not subject to the interest 
penalty provisions of the Prompt Payment Act. Interim payments made 
prior to the final payment under the contract are contract financing 
payments, except interim payments if this contract contains Alternate I 
to the clause at 52.232-25.
    (3) The designated payment office will make interim payments for 
contract financing on the --------[Contracting Officer insert day as 
prescribed by agency head; if not prescribed, insert ``30th''] day after 
the designated billing office receives a proper payment request.
    In the event that the Government requires an audit or other review 
of a specific payment request to ensure compliance with the terms and 
conditions of the contract, the designated payment office is not 
compelled to make payment by the specified due date.
    (b) Reimbursing costs. (1) For the purpose of reimbursing allowable 
costs (except as provided in paragraph (b)(2) of the clause, with 
respect to pension, deferred profit sharing, and employee stock 
ownership plan contributions), the term costs includes only--
    (i) Those recorded costs that, at the time of the request for 
reimbursement, the Contractor has paid by cash, check, or other form of 
actual payment for items or services purchased directly for the 
contract;
    (ii) When the Contractor is not delinquent in paying costs of 
contract performance in the ordinary course of business, costs incurred, 
but not necessarily paid, for--

[[Page 104]]

    (A) Supplies and services purchased directly for the contract and 
associated financing payments to subcontractors, provided payments 
determined due will be made--
    (1) In accordance with the terms and conditions of a subcontract or 
invoice; and
    (2) Ordinarily within 30 days of the submission of the Contractor's 
payment request to the Government;
    (B) Materials issued from the Contractor's inventory and placed in 
the production process for use on the contract;
    (C) Direct labor;
    (D) Direct travel;
    (E) Other direct in-house costs; and
    (F) Properly allocable and allowable indirect costs, as shown in the 
records maintained by the Contractor for purposes of obtaining 
reimbursement under Government contracts; and
    (iii) The amount of financing payments that have been paid by cash, 
check, or other forms of payment to subcontractors.
    (2) Accrued costs of Contractor contributions under employee pension 
plans shall be excluded until actually paid unless--
    (i) The Contractor's practice is to make contributions to the 
retirement fund quarterly or more frequently; and
    (ii) The contribution does not remain unpaid 30 days after the end 
of the applicable quarter or shorter payment period (any contribution 
remaining unpaid shall be excluded from the Contractor's indirect costs 
for payment purposes).
    (3) Notwithstanding the audit and adjustment of invoices or vouchers 
under paragraph (g) below, allowable indirect costs under this contract 
shall be obtained by applying indirect cost rates established in 
accordance with paragraph (d) below.
    (4) Any statements in specifications or other documents incorporated 
in this contract by reference designating performance of services or 
furnishing of materials at the Contractor's expense or at no cost to the 
Government shall be disregarded for purposes of cost-reimbursement under 
this clause.
    (c) Small business concerns. A small business concern may receive 
more frequent payments than every 2 weeks.
    (d) Final indirect cost rates. (1) Final annual indirect cost rates 
and the appropriate bases shall be established in accordance with 
subpart 42.7 of the Federal Acquisition Regulation (FAR) in effect for 
the period covered by the indirect cost rate proposal.
    (2)(i) The Contractor shall submit an adequate final indirect cost 
rate proposal to the Contracting Officer (or cognizant Federal agency 
official) and auditor within the 6-month period following the expiration 
of each of its fiscal years. Reasonable extensions, for exceptional 
circumstances only, may be requested in writing by the Contractor and 
granted in writing by the Contracting Officer. The Contractor shall 
support its proposal with adequate supporting data.
    (ii) The proposed rates shall be based on the Contractor's actual 
cost experience for that period. The appropriate Government 
representative and the Contractor shall establish the final indirect 
cost rates as promptly as practical after receipt of the Contractor's 
proposal.
    (3) The Contractor and the appropriate Government representative 
shall execute a written understanding setting forth the final indirect 
cost rates. The understanding shall specify (i) the agreed-upon final 
annual indirect cost rates, (ii) the bases to which the rates apply, 
(iii) the periods for which the rates apply, (iv) any specific indirect 
cost items treated as direct costs in the settlement, and (v) the 
affected contract and/or subcontract, identifying any with advance 
agreements or special terms and the applicable rates. The understanding 
shall not change any monetary ceiling, contract obligation, or specific 
cost allowance or disallowance provided for in this contract. The 
understanding is incorporated into this contract upon execution.
    (4) Failure by the parties to agree on a final annual indirect cost 
rate shall be a dispute within the meaning of the Disputes clause.
    (5) Within 120 days (or longer period if approved in writing by the 
Contracting Officer) after settlement of the final annual indirect cost 
rates for all years of a physically complete contract, the Contractor 
shall submit a completion invoice or voucher to reflect the settled 
amounts and rates.
    (6)(i) If the Contractor fails to submit a completion invoice or 
voucher within the time specified in paragraph (d)(5) of this clause, 
the Contracting Officer may--
    (A) Determine the amounts due to the Contractor under the contract; 
and
    (B) Record this determination in a unilateral modification to the 
contract.
    (ii) This determination constitutes the final decision of the 
Contracting Officer in accordance with the Disputes clause.
    (e) Billing rates. Until final annual indirect cost rates are 
established for any period, the Government shall reimburse the 
Contractor at billing rates established by the Contracting Officer or by 
an authorized representative (the cognizant auditor), subject to 
adjustment when the final rates are established. These billing rates--
    (1) Shall be the anticipated final rates; and
    (2) May be prospectively or retroactively revised by mutual 
agreement, at either party's request, to prevent substantial overpayment 
or underpayment.
    (f) Quick-closeout procedures. Quick-closeout procedures are 
applicable when the conditions in FAR 42.708(a) are satisfied.

[[Page 105]]

    (g) Audit. At any time or times before final payment, the 
Contracting Officer may have the Contractor's invoices or vouchers and 
statements of cost audited. Any payment may be (1) reduced by amounts 
found by the Contracting Officer not to constitute allowable costs or 
(2) adjusted for prior overpayments or underpayments.
    (h) Final payment. (1) Upon approval of a completion invoice or 
voucher submitted by the Contractor in accordance with paragraph (d)(5) 
of this clause, and upon the Contractor's compliance with all terms of 
this contract, the Government shall promptly pay any balance of 
allowable costs and that part of the fee (if any) not previously paid.
    (2) The Contractor shall pay to the Government any refunds, rebates, 
credits, or other amounts (including interest, if any) accruing to or 
received by the Contractor or any assignee under this contract, to the 
extent that those amounts are properly allocable to costs for which the 
Contractor has been reimbursed by the Government. Reasonable expenses 
incurred by the Contractor for securing refunds, rebates, credits, or 
other amounts shall be allowable costs if approved by the Contracting 
Officer. Before final payment under this contract, the Contractor and 
each assignee whose assignment is in effect at the time of final payment 
shall execute and deliver--
    (i) An assignment to the Government, in form and substance 
satisfactory to the Contracting Officer, of refunds, rebates, credits, 
or other amounts (including interest, if any) properly allocable to 
costs for which the Contractor has been reimbursed by the Government 
under this contract; and
    (ii) A release discharging the Government, its officers, agents, and 
employees from all liabilities, obligations, and claims arising out of 
or under this contract, except--
    (A) Specified claims stated in exact amounts, or in estimated 
amounts when the exact amounts are not known;
    (B) Claims (including reasonable incidental expenses) based upon 
liabilities of the Contractor to third parties arising out of the 
performance of this contract; provided, that the claims are not known to 
the Contractor on the date of the execution of the release, and that the 
Contractor gives notice of the claims in writing to the Contracting 
Officer within 6 years following the release date or notice of final 
payment date, whichever is earlier; and
    (C) Claims for reimbursement of costs, including reasonable 
incidental expenses, incurred by the Contractor under the patent clauses 
of this contract, excluding, however, any expenses arising from the 
Contractor's indemnification of the Government against patent liability.

                             (End of clause)

    Alternate I (FEB 1997). As prescribed in 16.307(a)(2), substitute 
the following paragraph (b)(1)(iii) for paragraph (b)(1)(iii) of the 
basic clause:

    (iii) The amount of progress and other payments to the Contractor's 
subcontractors that either have been paid, or that the Contractor is 
required to pay pursuant to the clause of this contract entitled 
``Prompt Payment for Construction Contracts.'' Payments shall be made by 
cash, check, or other form of payment to the Contractor's subcontractors 
under similar cost standards.

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 23607, June 4, 1985; 
56 FR 29138, June 25, 1991; 61 FR 31661, June 20, 1996; 61 FR 67419, 
Dec. 20, 1996; 61 FR 69296, Dec. 31, 1996; 62 FR 12721, Mar. 17, 1997; 
62 FR 64916, Dec. 9, 1997; 63 FR 9065, Feb. 23, 1998; 65 FR 16283, Mar. 
27, 2000; 66 FR 65360, Dec. 18, 2001; 67 FR 6119, Feb. 8, 2002; 67 FR 
70521, Nov. 22, 2002]



52.216-8  Fixed Fee.

    As prescribed in 16.307(b), insert the following clause in 
solicitations and contracts when a cost-plus-fixed-fee contract (other 
than a facilities contract or a construction contract) is contemplated.

                          Fixed Fee (MAR 1997)

    (a) The Government shall pay the Contractor for performing this 
contract the fixed fee specified in the Schedule.
    (b) Payment of the fixed fee shall be made as specified in the 
Schedule; provided that after payment of 85 percent of the fixed fee, 
the Contracting Officer may withhold further payment of fee until a 
reserve is set aside in an amount that the Contracting Officer considers 
necessary to protect the Government's interest. This reserve shall not 
exceed 15 percent of the total fixed fee or $100,000, whichever is less. 
The Contracting Officer shall release 75 percent of all fee withholds 
under this contract after receipt of the certified final indirect cost 
rate proposal covering the year of physical completion of this contract, 
provided the Contractor has satisfied all other contract terms and 
conditions, including the submission of the final patent and royalty 
reports, and is not delinquent in submitting final vouchers on prior 
years' settlements. The Contracting Officer may release up to 90 percent 
of the fee withholds under this contract based on the Contractor's past 
performance related to the submission and settlement of final indirect 
cost rate proposals.

[[Page 106]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 69296, Dec. 31, 1996; 
62 FR 12721, Mar. 17, 1997]



52.216-9  Fixed Fee--Construction.

    As prescribed in 16.307(c), insert the following clause in 
solicitations and contracts when a cost-plus-fixed-fee construction 
contract is contemplated:

                   Fixed Fee--Construction (MAR 1997)

    (a) The Government shall pay to the Contractor for performing this 
contract the fixed fee specified in the Schedule.
    (b) Payment of the fixed fee shall be made in installments based 
upon the percentage of completion of the work as determined from 
estimates submitted to and approved by the Contracting Officer, but 
subject to the withholding provisions of paragraph (c) below.
    (c) After the payment of 85 percent of the fixed fee, the 
Contracting Officer may withhold further payment of fee until a reserve 
is set aside in an amount that the Contracting Officer considers 
necessary to protect the Government's interest. This reserve shall not 
exceed 15 percent of the total fixed fee or $100,000, whichever is less. 
The Contracting Officer shall release 75 percent of all fee withholds 
under this contract after receipt of the certified final indirect cost 
rate proposal covering the year of physical completion of this contract, 
provided the Contractor has satisifed all other contract terms and 
conditions, including the submission of the final patent and royalty 
reports, and is not delinquent in submitting final vouchers on prior 
years' settlements. The Contracting Officer may release up to 90 percent 
of the fee withholds under this contract based on the Contractor's past 
performance related to the submission and settlement of final indirect 
cost rate proposals.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 69296, Dec. 31, 1996; 
62 FR 12721, Mar. 17, 1997]



52.216-10  Incentive Fee.

    As prescribed in 16.307(d), insert the following clause in 
solicitations and contracts when a cost-plus-incentive-fee contract 
(other than a facilities contract) is contemplated:

                        Incentive Fee (MAR 1997)

    (a) General. The Government shall pay the Contractor for performing 
this contract a fee determined as provided in this contract.
    (b) Target cost and target fee. The target cost and target fee 
specified in the Schedule are subject to adjustment if the contract is 
modified in accordance with paragraph (d) below.
    (1) Target cost, as used in this contract, means the estimated cost 
of this contract as initially negotiated, adjusted in accordance with 
paragraph (d) below.
    (2) Target fee, as used in this contract, means the fee initially 
negotiated on the assumption that this contract would be performed for a 
cost equal to the estimated cost initially negotiated, adjusted in 
accordance with paragraph (d) below.
    (c) Withholding of payment. Normally, the Government shall pay the 
fee to the Contractor as specified in the Schedule. However, when the 
Contracting Officer considers that performance or cost indicates that 
the Contractor will not achieve target, the Government shall pay on the 
basis of an appropriate lesser fee. When the Contractor demonstrates 
that performance or cost clearly indicates that the Contractor will earn 
a fee significantly above the target fee, the Government may, at the 
sole discretion of the Contracting Officer, pay on the basis of an 
appropriate higher fee. After payment of 85 percent of the applicable 
fee, the Contracting Officer may withhold further payment of fee until a 
reserve is set aside in an amount that the Contracting Officer considers 
necessary to protect the Government's interest. This reserve shall not 
exceed 15 percent of the applicable fee or $100,000, whichever is less. 
The Contracting Officer shall release 75 percent of all fee withholds 
under this contract after receipt of the certified final indirect cost 
rate proposal covering the year of physical completion of this contract, 
provided the Contractor has satisfied all other contract terms and 
conditions, including the submission of the final patent and royalty 
reports, and is not delinquent in submitting final vouchers on prior 
years' settlements. The Contracting Officer may release up to 90 percent 
of the fee withholds under this contract based on the Contractor's past 
performance related to the submission and settlement of final indirect 
cost rate proposals.
    (d) Equitable adjustments. When the work under this contract is 
increased or decreased by a modification to this contract or when any 
equitable adjustment in the target cost is authorized under any other 
clause, equitable adjustments in the target cost, target fee, minimum 
fee, and maximum fee, as appropriate, shall be stated in a supplemental 
agreement to this contract.
    (e) Fee payable. (1) The fee payable under this contract shall be 
the target fee increased by -- [Contracting Officer insert Contractor's 
participation] cents for every dollar that the total allowable cost is 
less than the target cost or decreased by -- [Contracting

[[Page 107]]

Officer insert Contractor's participation] cents for every dollar that 
the total allowable cost exceeds the target cost. In no event shall the 
fee be greater than -- [Contracting Officer insert percentage] percent 
or less than -- [Contracting Officer insert percentage] percent of the 
target cost.
    (2) The fee shall be subject to adjustment, to the extent provided 
in paragraph (d) above, and within the minimum and maximum fee 
limitations in subparagraph (1) above, when the total allowable cost is 
increased or decreased as a consequence of (i) payments made under 
assignments or (ii) claims excepted from the release as required by 
paragraph (h)(2) of the Allowable Cost and Payment clause.
    (3) If this contract is terminated in its entirety, the portion of 
the target fee payable shall not be subject to an increase or decrease 
as provided in this paragraph. The termination shall be accomplished in 
accordance with other applicable clauses of this contract.
    (4) For the purpose of fee adjustment, total allowable cost shall 
not include allowable costs arising out of--
    (i) Any of the causes covered by the Excusable Delays clause to the 
extent that they are beyond the control and without the fault or 
negligence of the Contractor or any subcontractor;
    (ii) The taking effect, after negotiating the target cost, of a 
statute, court decision, written ruling, or regulation that results in 
the Contractor's being required to pay or bear the burden of any tax or 
duty or rate increase in a tax or duty;
    (iii) Any direct cost attributed to the Contractor's involvement in 
litigation as required by the Contracting Officer pursuant to a clause 
of this contract, including furnishing evidence and information 
requested pursuant to the Notice and Assistance Regarding Patent and 
Copyright Infringement clause;
    (iv) The purchase and maintenance of additional insurance not in the 
target cost and required by the Contracting Officer, or claims for 
reimbursement for liabilities to third persons pursuant to the 
Insurance--Liability to Third Persons clause;
    (v) Any claim, loss, or damage resulting from a risk for which the 
Contractor has been relieved of liability by the Government Property 
clause; or
    (vi) Any claim, loss, or damage resulting from a risk defined in the 
contract as unusually hazardous or as a nuclear risk and against which 
the Government has expressly agreed to indemnify the Contractor.
    (5) All other allowable costs are included in total allowable cost 
for fee adjustment in accordance with this paragraph (e), unless 
otherwise specifically provided in this contract.
    (f) Contract modification. The total allowable cost and the adjusted 
fee determined as provided in this clause shall be evidenced by a 
modification to this contract signed by the Contractor and Contracting 
Officer.
    (g) Inconsistencies. In the event of any language inconsistencies 
between this clause and provisioning documents or Government options 
under this contract, compensation for spare parts or other supplies and 
services ordered under such documents shall be determined in accordance 
with this clause.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 69296, Dec. 31, 1996; 
62 FR 12721, Mar. 17, 1997]



52.216-11  Cost Contract--No Fee.

    As prescribed in 16.307(e), insert the following clause in 
solicitations and contracts when a cost-reimbursement contract is 
contemplated that provides no fee and is not a cost-sharing contract. 
This clause may be modified by substituting $10,000 in lieu of $100,000 
as the maximum reserve in paragraph (b) if the Contractor is a nonprofit 
organization.

                    Cost Contract--No Fee (APR 1984)

    (a) The Government shall not pay the Contractor a fee for performing 
this contract.
    (b) After payment of 80 percent of the total estimated cost shown in 
the Schedule, the Contracting Officer may withhold further payment of 
allowable cost until a reserve is set aside in an amount that the 
Contracting Officer considers necessary to protect the Government's 
interest. This reserve shall not exceed one percent of the total 
estimated cost shown in the Schedule or $100,000, whichever is less.

                             (End of clause)

    Alternate I (APR 1984). In a contract for research and development 
with an educational institution or a nonprofit organization, for which 
the contracting officer has determined that withholding of a portion of 
allowable costs is not required, delete paragraph (b) of the basic 
clause.

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27389, May 15, 2007]



52.216-12  Cost-Sharing Contract--No Fee.

    As prescribed in 16.307(f), insert the following clause in 
solicitations and contracts when a cost-sharing contract is 
contemplated. This clause may be

[[Page 108]]

modified by substituting $10,000 in lieu of $100,000 as the maximum 
reserve in paragraph (b) if the contract is with a nonprofit 
organization.

                Cost-Sharing Contract--No Fee (APR 1984)

    (a) The Government shall not pay to the Contractor a fee for 
performing this contract.
    (b) After paying 80 percent of the Government's share of the total 
estimated cost of performance shown in the Schedule, the Contracting 
Officer may withhold further payment of allowable cost until a reserve 
is set aside in an amount that the Contracting Officer considers 
necessary to protect the Government's interest. This reserve shall not 
exceed one percent of the Government's share of the total estimated cost 
shown in the Schedule or $100,000, whichever is less.

                             (End of clause)

    Alternate I (APR 1984). In a contract for research and development 
with an educational institution, for which the contracting officer has 
determined that withholding of a portion of allowable cost is not 
required, delete paragraph (b) of the basic clause.

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27389, May 15, 2007]



52.216-13--52.216-14  [Reserved]



52.216-15  Predetermined Indirect Cost Rates.

    As prescribed in 16.307(g), insert the following clause:

              Predetermined Indirect Cost Rates (APR 1998)

    (a) Notwithstanding the Allowable Cost and Payment clause of this 
contract, the allowable indirect costs under this contract shall be 
obtained by applying predetermined indirect cost rates to bases agreed 
upon by the parties, as specified below.
    (b)(1) The Contractor shall submit an adequate final indirect cost 
rate proposal to the Contracting Officer (or cognizant Federal agency 
official) and auditor within the 6-month period following the expiration 
of each of its fiscal years. Reasonable extensions, for exceptional 
circumstances only, may be requested in writing by the Contractor and 
granted in writing by the Contracting Officer. The Contractor shall 
support its proposal with adequate supporting data.
    (2) The proposed rates shall be based on the Contractor's actual 
cost experience for that period. The appropriate Government 
representative and the Contractor shall establish the final indirect 
cost rates as promptly as practical after receipt of the Contractor's 
proposal.
    (c) Allowability of costs and acceptability of cost allocation 
methods shall be determined in accordance with FAR subpart 31.3 in 
effect on the date of this contract.
    (d) Predetermined rate agreements in effect on the date of this 
contract shall be incorporated into the contract Schedule. The 
Contracting Officer (or cognizant Federal agency official) and 
Contractor shall negotiate rates for subsequent periods and execute a 
written indirect cost rate agreement setting forth the results. The 
agreement shall specify (1) the agreed-upon predetermined indirect cost 
rates, (2) the bases to which the rates apply, (3) the period for which 
the rates apply, and (4) the specific items treated as direct costs or 
any changes in the items previously agreed to be direct costs. The 
indirect cost rate agreement shall not change any monetary ceiling, 
contract obligation, or specific cost allowance or disallowance provided 
for in this contract. The agreement is incorporated into this contract 
upon execution.
    (e) Pending establishment of predetermined indirect cost rates for 
any fiscal year (or other period agreed to by the parties), the 
Contractor shall be reimbursed either at the rates fixed for the 
previous fiscal year (or other period) or at billing rates acceptable to 
the Contracting Officer (or cognizant Federal agency official), subject 
to appropriate adjustment when the final rates for that period are 
established.
    (f) Any failure by the parties to agree on any predetermined 
indirect cost rates under this clause shall not be considered a dispute 
within the meaning of the Disputes clause. If for any fiscal year (or 
other period specified in the Schedule) the parties fail to agree to 
predetermined indirect cost rates, the allowable indirect costs shall be 
obtained by applying final indirect cost rates established in accordance 
with the Allowable Cost and Payment clause.
    (g) Allowable indirect costs for the period from the beginning of 
performance until the end of the Contractor's fiscal year (or other 
period specified in the Schedule) shall be obtained using the 
predetermined indirect cost rates and the bases shown in the Schedule.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 31622, June 20, 1996; 
62 FR 64916, Dec. 9, 1997; 63 FR 9065, Feb. 23, 1998; 72 FR 27389, May 
15, 2007]



52.216-16  Incentive Price Revision--Firm Target.

    As prescribed in 16.406(a), insert the following clause:

[[Page 109]]

            Incentive Price Revision--Firm Target (OCT 1997)

    (a) General. The supplies or services identified in the Schedule as 
Items ---- [Contracting Officer insert Schedule line item numbers] are 
subject to price revision in accordance with this clause; provided, that 
in no event shall the total final price of these items exceed the 
ceiling price of ---- dollars ($----). Any supplies or services that are 
to be (1) ordered separately under, or otherwise added to, this contract 
and (2) subject to price revision in accordance with the terms of this 
clause shall be identified as such in a modification to this contract.
    (b) Definition. Costs, as used in this clause, means allowable costs 
in accordance with part 31 of the Federal Acquisition Regulation (FAR) 
in effect on the date of this contract.
    (c) Data submission. (1) Within ---- [Contracting Officer insert 
number of days] days after the end of the month in which the Contractor 
has delivered the last unit of supplies and completed the services 
specified by item number in paragraph (a) of this clause, the Contractor 
shall sumbit in the format of Table 15-2, FAR 15.408, or in any other 
form on which the parties agree--
    (i) A detailed statement of all costs incurred up to the end of that 
month in performing all work under the items;
    (ii) An estimate of costs of further performance, if any, that may 
be necessary to complete performance of all work under the items;
    (iii) A list of all residual inventory and an estimate of its value; 
and
    (iv) Any other relevant data that the Contracting Officer may 
reasonably require.
    (2) If the Contractor fails to submit the data required by 
subparagraph (1) above within the time specified and it is later 
determined that the Government has overpaid the Contractor, the 
Contractor shall repay the excess to the Government immediately. Unless 
repaid within 30 days after the end of the data submittal period, the 
amount of the excess shall bear interest, computed from the date the 
data were due to the date of repayment, at the rate established in 
accordance with the Interest clause.
    (d) Price revision. Upon the Contracting Officer's receipt of the 
data required by paragraph (c) above, the Contracting Officer and the 
Contractor shall promptly establish the total final price of the items 
specified in (a) above by applying to final negotiated cost an 
adjustment for profit or loss, as follows:
    (1) On the basis of the information required by paragraph (c) above, 
together with any other pertinent information, the parties shall 
negotiate the total final cost incurred or to be incurred for supplies 
delivered (or services performed) and accepted by the Government and 
which are subject to price revision under this clause.
    (2) The total final price shall be established by applying to the 
total final negotiated cost an adjustment for profit or loss, as 
follows:
    (i) If the total final negotiated cost is equal to the total target 
cost, the adjustment is the total target profit.
    (ii) If the total final negotiated cost is greater than the total 
target cost, the adjustment is the total target profit, less -- 
[Contracting Officer insert percent] percent of the amount by which the 
total final negotiated cost exceeds the total target cost.
    (iii) If the final negotiated cost is less than the total target 
cost, the adjustment is the total target profit plus -- [Contracting 
Officer insert percent] percent of the amount by which the total final 
negotiated cost is less than the total target cost.
    (e) Contract modification. The total final price of the items 
specified in paragraph (a) above shall be evidenced by a modification to 
this contract, signed by the Contractor and the Contracting Officer. 
This price shall not be subject to revision, notwithstanding any changes 
in the cost of performing the contract, except to the extent that--
    (1) The parties may agree in writing, before the determination of 
total final price, to exclude specific elements of cost from this price 
and to a procedure for subsequent disposition of those elements; and
    (2) Adjustments or credits are explicitly permitted or required by 
this or any other clause in this contract.
    (f) Adjusting billing prices. (1) Pending execution of the contract 
modification (see paragraph (e) above), the Contractor shall submit 
invoices or vouchers in accordance with billing prices as provided in 
this paragraph. The billing prices shall be the target prices shown in 
this contract.
    (2) If at any time it appears from information provided by the 
contractor under subparagraph (g)(2) below that the then-current billing 
prices will be substantially greater than the estimated final prices, 
the parties shall negotiate a reduction in the billing prices. 
Similarly, the parties may negotiate an increase in billing prices by 
any or all of the difference between the target prices and the ceiling 
price, upon the Contractor's submission of factual data showing that 
final cost under this contract will be substantially greater than the 
target cost.
    (3) Any billing price adjustment shall be reflected in a contract 
modification and shall not affect the determination of the total final 
price under paragraph (d) above. After the contract modification 
establishing the total final price is executed, the total amount paid or 
to be paid on all invoices or vouchers shall be adjusted to reflect the 
total final price, and any resulting additional payments, refunds, or 
credits shall be made promptly.

[[Page 110]]

    (g) Quarterly limitation on payments statement. This paragraph (g) 
shall apply until final price revision under this contract has been 
completed.
    (1) Within 45 days after the end of each quarter of the Contractor's 
fiscal year in which a delivery is first made (or services are first 
performed) and accepted by the Government under this contract, and for 
each quarter thereafter, the Contractor shall submit to the contract 
administration office (with a copy to the contracting office and the 
cognizant contract auditor) a statement, cumulative from the beginning 
of the contract, showing--
    (i) The total contract price of all supplies delivered (or services 
performed) and accepted by the Government and for which final prices 
have been established;
    (ii) The total costs (estimated to the extent necessary) reasonably 
incurred for, and properly allocable solely to, the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established;
    (iii) The portion of the total target profit (used in establishing 
the initial contract price or agreed to for the purpose of this 
paragraph (g)) that is in direct proportion to the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established--increased or decreased in 
accordance with subparagraph (d)(2) above, when the amount stated under 
subdivision (ii), immediately above, differs from the aggregate target 
costs of the supplies or services; and
    (iv) The total amount of all invoices or vouchers for supplies 
delivered (or services performed) and accepted by the Government 
(including amounts applied or to be applied to liquidate progress 
payments).
    (2) Notwithstanding any provision of this contract authorizing 
greater payments, if on any quarterly statement the amount under 
subdivision (1)(iv) above exceeds the sum due the Contractor, as 
computed in accordance with subdivisions (1)(i), (ii), and (iii) above, 
the Contractor shall immediately refund or credit to the Government the 
amount of this excess. The Contractor may, when appropriate, reduce this 
refund or credit by the amount of any applicable tax credits due the 
Contractor under 26 U.S.C. 1481 and by the amount of previous refunds or 
credits effected under this clause. If any portion of the excess has 
been applied to the liquidation of progress payments, then that portion 
may, instead of being refunded, be added to the unliquidated progress 
payment account consistent with the Progress Payments clause. The 
Contractor shall provide complete details to support any claimed 
reductions in refunds.
    (3) If the Contractor fails to submit the quarterly statement within 
45 days after the end of each quarter and it is later determined that 
the Government has overpaid the Contractor, the Contractor shall repay 
the excess to the Government immediately. Unless repaid within 30 days 
after the end of the statement submittal period, the amount of the 
excess shall bear interest, computed from the date the quarterly 
statement was due to the date of repayment, at the rate established in 
accordance with the Interest clause.
    (h) Subcontracts. No subcontract placed under this contract may 
provide for payment on a cost-plus-a-percentage-of-cost basis.
    (i) Disagreements. If the Contractor and the Contracting Officer 
fail to agree upon the total final price within 60 days (or within such 
other period as the Contracting Officer may specify) after the date on 
which the data required by paragraph (c) above are to be submitted, the 
Contracting Officer shall promptly issue a decision in accordance with 
the Disputes clause.
    (j) Termination. If this contract is terminated before the total 
final price is established, prices of supplies or services subject to 
price revision shall be established in accordance with this clause for 
(1) completed supplies and services accepted by the Government and (2) 
those supplies and services not terminated under a partial termination. 
All other elements of the termination shall be resolved in accordance 
with other applicable clauses of this contract.
    (k) Equitable adjustment under other clauses. If an equitable 
adjustment in the contract price is made under any other clause of this 
contract before the total final price is established, the adjustment 
shall be made in the total target cost and may be made in the maximum 
dollar limit on the total final price, the total target profit, or both. 
If the adjustment is made after the total final price is established, 
only the total final price shall be adjusted.
    (l) Exclusion from target price and total final price. If any clause 
of this contract provides that the contract price does not or will not 
include an amount for a specific purpose, then neither any target price 
nor the total final price includes or will include any amount for that 
purpose.
    (m) Separate reimbursement. If any clause of this contract expressly 
provides that the cost of performance of an obligation shall be at 
Government expense, that expense shall not be included in any target 
price or in the total final price, but shall be reimbursed separately.
    (n) Taxes. As used in the Federal, State, and Local Taxes clause or 
in any other clause that provides for certain taxes or duties to be 
included in, or excluded from, the contract price, the term contract 
price includes the total target price or, if it has been established, 
the total final price. When any of these clauses requires that the 
contract price be increased or decreased as a result of

[[Page 111]]

changes in the obligation of the Contractor to pay or bear the burden of 
certain taxes or duties, the increase or decrease shall be made in the 
total target price or, if it has been established, in the total final 
price, so that it will not affect the Contractor's profit or loss on 
this contract.

                             (End of clause)

    Alternate I (APR 1984). As prescribed in 16.406(a), add the 
following paragraph (o) to the basic clause:

    (o) Provisioning and options. Parts, other supplies, or services 
that are to be furnished under this contract on the basis of a 
provisioning document or Government option shall be subject to price 
revision in accordance with this clause. Any prices established for 
these parts, other supplies, or services under a provisioning document 
or Government option shall be treated as target prices. Target cost and 
profit covering these parts, other supplies, or services may be 
established separately, in the aggregate, or in any combination, as the 
parties may agree.

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 67426, Dec. 20, 1996; 
62 FR 12696, Mar. 17, 1997; 62 FR 51265, Sept. 30, 1997]



52.216-17  Incentive Price Revision--Successive Targets.

    As prescribed in 16.406(b), insert the following clause:

         Incentive Price Revision--Successive Targets (OCT 1997)

    (a) General. The supplies or services identified in the Schedule as 
Items ---- [Contracting Officer insert line item numbers] are subject to 
price revision in accordance with this clause; provided, that in no 
event shall the total final price of these items exceed the ceiling 
price of ---- dollars ($----). The prices of these items shown in the 
Schedule are the initial target prices, which include an initial target 
profit of -- [Contracting Officer insert percent] percent of the initial 
target cost. Any supplies or services that are to be (1) ordered 
separately under, or otherwise added to, this contract and (2) subject 
to price revision in accordance with this clause shall be identified as 
such in a modification to this contract.
    (b) Definition. Costs, as used in this clause, means allowable costs 
in accordance with part 31 of the Federal Acquisition Regulation (FAR) 
in effect on the date of this contract.
    (c) Submitting data for establishing the firm fixed price or a final 
profit adjustment formula. (1) Within -- [Contracting Officer insert 
number of days] days after the end of the month in which the Contractor 
has completed ---- [see Note 1], the Contractor shall submit the 
following data:
    (i) A proposed firm fixed price or total firm target price for 
supplies delivered and to be delivered and services performed and to be 
performed.
    (ii) A detailed statement of all costs incurred in the performance 
of this contract through the end of the month specified above, in the 
format of Table 15-2, FAR 15.408 (or in any other form on which the 
parties may agree), with sufficient supporting data to disclose unit 
costs and cost trends for--
    (A) Supplies delivered and services performed; and
    (B) Inventories of work in process and undelivered contract supplies 
on hand (estimated to the extent necessary).
    (iii) An estimate of costs of all supplies delivered and to be 
delivered and all services performed and to be performed under this 
contract, using the statement of costs incurred plus an estimate of 
costs to complete performance, in the format of table 15-2, FAR 15.408 
(or in any other form on which the parties may agree), together with--
    (A) Sufficient data to support the accuracy and reliability of the 
estimate; and
    (B) An explanation of the differences between this estimate and the 
original estimate used to establish the initial target prices.
    (2) The Contractor shall also submit, to the extent that it becomes 
available before negotiations establishing the total firm price are 
concluded--
    (i) Supplemental statements of costs incurred after the end of the 
month specified in subparagraph (1) above for--
    (A) Supplies delivered and services performed; and
    (B) Inventories of work in process and undelivered contract supplies 
on hand (estimated to the extent necessary); and
    (ii) Any other relevant data that the Contracting Officer may 
reasonably require.
    (3) If the Contractor fails to submit the data required by 
subparagraphs (1) and (2) above within the time specified and it is 
later determined that the Government has overpaid the Contractor, the 
Contractor shall repay the excess to the Government immediately. Unless 
repaid within 30 days after the end of the data submittal period, the 
amount of the excess shall bear interest, computed from the date the 
data were due to the date of repayment, at the rate established in 
accordance with the Interest clause.
    (d) Establishing firm fixed price or final profit adjustment 
formula. Upon the Contracting Officer's receipt of the data required by 
paragraph (c) above the Contracting Officer and the Contractor shall 
promptly establish either a firm fixed price or a profit adjustment 
formula for determining final profit, as follows:

[[Page 112]]

    (1) The parties shall negotiate a total firm target cost, based upon 
the data submitted under paragraph (c) above.
    (2) If the total firm target cost is more than the total initial 
target cost, the total initial target profit shall be decreased. If the 
total firm target cost is less than the total initial target cost, the 
total initial target profit shall be increased. The initial target 
profit shall be increased or decreased by -- percent [see Note 2] of the 
difference between the total initial target cost and the total firm 
target cost. The resulting amount shall be the total firm target profit; 
provided, that in no event shall the total firm target profit be less 
than -- percent or more than -- percent [Contracting Officer insert 
percents] of the total initial target cost.
    (3) If the total firm target cost plus the total firm target profit 
represent a reasonable price for performing that part of the contract 
subject to price revision under this clause, the parties may agree on a 
firm fixed price, which shall be evidenced by a contract modification 
signed by the Contractor and the Contracting Officer.
    (4) Failure of the parties to agree to a firm fixed price shall not 
constitute a dispute under the Disputes clause. If agreement is not 
reached, or if establishment of a firm fixed price is inappropriate, the 
Contractor and the Contracting Officer shall establish a profit 
adjustment formula under which the total final price shall be 
established by applying to the total final negotiated cost an adjustment 
for profit or loss, determined as follows:
    (i) If the total final negotiated cost is equal to the total firm 
target cost, the adjustment is the total firm target profit.
    (ii) If the total final negotiated cost is greater than the total 
firm target cost, the adjustment is the total firm target profit, less 
-- percent of the amount by which the total final negotiated cost 
exceeds the total firm target cost.
    (iii) If the total final negotiated cost is less than the total firm 
target cost, the adjustment is the total firm target profit, plus -- 
percent of the amount by which the total final negotiated cost is less 
than the total firm target cost.
    (iv) The total firm target cost, total firm target profit, and the 
profit adjustment formula for determining final profit shall be 
evidenced by a modification to this contract signed by the Contractor 
and the Contracting Officer.
    (e) Submitting data for final price revision. Unless a firm fixed 
price has been established in accordance with paragraph (d) of this 
section within ---- [Contracting Officer insert number of days] days 
after the end of the month in which the Contractor has delivered the 
last unit of supplies and completed the services specified by item 
number in paragraph (a) of this section, the Contractor shall submit in 
the format of table 15-2, FAR 15.408 (or in any other form on which the 
parties agree)--
    (1) A detailed statement of all costs incurred up to the end of that 
month in performing all work under the items;
    (2) An estimate of costs of further performance, if any, that may be 
necessary to complete performance of all work under the items;
    (3) A list of all residual inventory and an estimate of its value; 
and
    (4) Any other relevant data that the Contracting Officer may 
reasonably require.
    (f) Final price revision. Unless a firm fixed price has been agreed 
to in accordance with paragraph (d) above, the Contractor and the 
Contracting Officer shall, promptly after submission of the data 
required by paragraph (e) above, establish the total final price, as 
follows:
    (1) On the basis of the information required by paragraph (e) above, 
together with any other pertinent information, the parties shall 
negotiate the total final cost incurred or to be incurred for the 
supplies delivered (or services performed) and accepted by the 
Government and which are subject to price revision under this clause.
    (2) The total final price shall be established by applying to the 
total final negotiated cost an adjustment for final profit or loss 
determined as agreed upon under subparagraph (d)(4) above.
    (g) Contract modification. The total final price of the items 
specified in paragraph (a) above shall be evidenced by a modification to 
this contract, signed by the Contractor and the Contracting Officer. 
This price shall not be subject to revision, notwithstanding any changes 
in the cost of performing the contract, except to the extent that--
    (1) The parties may agree in writing, before the determination of 
total final price, to exclude specific elements of cost from this price 
and to a procedure for subsequent disposition of these elements; and
    (2) Adjustments or credits are explicitly permitted or required by 
this or any other clause in this contract.
    (h) Adjustment of billing prices. (1) Pending execution of the 
contract modification (see paragraph (e) above), the Contractor shall 
submit invoices or vouchers in accordance with billing prices as 
provided in this paragraph. The billing prices shall be the initial 
target prices shown in this contract until firm target prices are 
established under paragraph (d) above. When established, the firm target 
prices shall be used as the billing prices.
    (2) If at any time it appears from information provided by the 
contractor under subparagraph (i)(1) below that the then-current billing 
prices will be substantially greater than the estimated final prices, 
the parties shall negotiate a reduction in the billing

[[Page 113]]

prices. Similarly, the parties may negotiate an increase in billing 
prices by any or all of the difference between the target prices and the 
ceiling price, upon the Contractor's submission of factual data showing 
that the final cost under this contract will be substantially greater 
than the target cost.
    (3) Any adjustment of billing prices shall be reflected in a 
contract modification and shall not affect the determination of any 
price under paragraph (d) or (f) above. After the contract modification 
establishing the total final price is executed, the total amount paid or 
to be paid on all invoices or vouchers shall be adjusted to reflect the 
total final price, and any resulting additional payments, refunds, or 
credits shall be made promptly.
    (i) Quarterly limitation on payments statement. This paragraph (i) 
shall apply until a firm fixed price or a total final price is 
established under subparagraph (d)(3) or (f)(2).
    (1) Within 45 days after the end of each quarter of the Contractor's 
fiscal year in which a delivery is first made (or services are first 
performed) and accepted by the Government under this contract, and for 
each quarter thereafter, the Contractor shall submit to the contract 
administration office (with a copy to the contracting office and the 
cognizant contract auditor) a statement, cumulative from the beginning 
of the contract, showing--
    (i) The total contract price of all supplies delivered (or services 
performed) and accepted by the Government and for which final prices 
have been established;
    (ii) The total cost (estimated to the extent necessary) reasonably 
incurred for, and properly allocable solely to, the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established;
    (iii) The portion of the total interim profit (used in establishing 
the initial contract price or agreed to for the purpose of this 
paragraph (i)) that is in direct proportion to the supplies delivered 
(or services performed) and accepted by the Government and for which 
final prices have not been established--increased or decreased in 
accordance with subparagraph (d)(4) above when the amount stated under 
subdivision (ii), immediately above, differs from the aggregate firm 
target costs of the supplies or services; and
    (iv) The total amount of all invoices or vouchers for supplies 
delivered (or services performed) and accepted by the Government 
(including amounts applied or to be applied to liquidate progress 
payments).
    (2) Notwithstanding any provision of this contract authorizing 
greater payments, if on any quarterly statement the amount under 
subdivision (1)(iv) above exceeds the sum due the Contractor, as 
computed in accordance with subdivisions (1)(i), (ii), and (iii) above, 
the Contractor shall immediately refund or credit to the Government the 
amount of this excess. The Contractor may, when appropriate, reduce this 
refund or credit by the amount of any applicable tax credits due the 
Contractor under 26 U.S.C. 1481 and by the amount of previous refunds or 
credits effected under this clause. If any portion of the excess has 
been applied to the liquidation of progress payments, then that portion 
may, instead of being refunded, be added to the unliquidated progress 
payment account consistent with the Progress Payments clause. The 
Contractor shall provide complete details to support any claimed 
reductions in refunds.
    (3) If the Contractor fails to submit the quarterly statement within 
45 days after the end of each quarter and it is later determined that 
the Government has overpaid the Contractor, the Contractor shall repay 
the excess to the Government immediately. Unless repaid within 30 days 
after the end of the statement submittal period, the amount of the 
excess shall bear interest, computed from the date the quarterly 
statement was due to the date of repayment, at the rate established in 
accordance with the Interest clause.
    (j) Subcontracts. No subcontract placed under this contract may 
provide for payment on a cost-plus-a-percentage-of-cost basis.
    (k) Disagreements. If the Contractor and the Contracting Officer 
fail to agree upon (1) a total firm target cost and a final profit 
adjustment formula or (2) a total final price, within 60 days (or within 
such other period as the Contracting Officer may specify) after the date 
on which the data required in paragraphs (c) and (e) above are to be 
submitted, the Contracting Officer shall promptly issue a decision in 
accordance with the Disputes clause.
    (l) Termination. If this contract is terminated before the total 
final price is established, prices of supplies or services subject to 
price revision shall be established in accordance with this clause for 
(1) completed supplies and services accepted by the Government and (2) 
those supplies or services not terminated under a partial termination. 
All other elements of the termination shall be resolved in accordance 
with other applicable clauses of this contract.
    (m) Equitable adjustments under other clauses. If an equitable 
adjustment in the contract price is made under any other clause of this 
contract before the total final price is established, the adjustment 
shall be made in the total target cost and may be made in the maximum 
dollar limit on the total final price, the total target profit, or both. 
If the adjustment is made after the total final price is established, 
only the total final price shall be adjusted.
    (n) Exclusion from target price and total final price. If any clause 
of this contract provides

[[Page 114]]

that the contract price does not or will not include an amount for a 
specific purpose, then neither any target price nor the total final 
price includes or will include any amount for that purpose.
    (o) Separate reimbursement. If any clause of this contract expressly 
provides that the cost of performance of an obligation shall be at 
Government expense, that expense shall not be included in any target 
price or in the total final price, but shall be reimbursed separately.
    (p) Taxes. As used in the Federal, State, and Local Taxes clause or 
in any other clause that provides for certain taxes or duties to be 
included in, or excluded from, the contract price, the term contract 
price includes the total target price or, if it has been established, 
the total final price. When any of these clauses requires that the 
contract price be increased or decreased as a result of changes in the 
obligation of the Contractor to pay or bear the burden of certain taxes 
or duties, the increase or decrease shall be made in the total target 
price or, if it has been established, in the total final price, so that 
it will not affect the Contractor's profit or loss on this contract.

                             (End of clause)

    Notes: (1) The degree of completion may be based on a percentage of 
contract performance or any other reasonable basis.
    (2) The language may be changed to describe a negotiated adjustment 
pattern under which the extent of adjustment is not the same for all 
levels of cost variation.

    Alternate I (APR 1984). As prescribed in 16.406(b), add the 
following paragraph (q) to the basic clause:

    (q) Provisioning and options. Parts, other supplies, or services 
that are to be furnished under this contract on the basis of a 
provisioning document or Government option shall be subject to price 
revision in accordance with this clause. Any prices established for 
these parts, other supplies, or services under a provisioning document 
or Government option shall be treated as initial target prices, or 
target prices as agreed upon and stipulated in the pricing document 
supporting the provisioning or added items. Initial or firm target costs 
and profits and final prices covering these parts, other supplies, or 
services may be established separately, in the aggregate, or in any 
combination, as the parties may agree.

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 67426, Dec. 20, 1996; 
62 FR 12696, Mar. 17, 1997; 62 FR 51265, Sept. 30, 1997]



52.216-18  Ordering.

    As prescribed in 16.506(a), insert the following clause:

                           Ordering (OCT 1995)

    (a) Any supplies and services to be furnished under this contract 
shall be ordered by issuance of delivery orders or task orders by the 
individuals or activities designated in the Schedule. Such orders may be 
issued from ------ through ------ [insert dates].
    (b) All delivery orders or task orders are subject to the terms and 
conditions of this contract. In the event of conflict between a delivery 
order or task order and this contract, the contract shall control.
    (c) If mailed, a delivery order or task order is considered 
``issued'' when the Government deposits the order in the mail. Orders 
may be issued orally, by facsimile, or by electronic commerce methods 
only if authorized in the Schedule.

                             (End of clause)

[60 FR 49727, Sept. 26, 1995]



52.216-19  Order Limitations.

    As prescribed in 16.506(b), insert a clause substantially the same 
as follows:

                      Order Limitations (OCT 1995)

    (a) Minimum order. When the Government requires supplies or services 
covered by this contract in an amount of less than ---- [insert dollar 
figure or quantity], the Government is not obligated to purchase, nor is 
the Contractor obligated to furnish, those supplies or services under 
the contract.
    (b) Maximum order. The Contractor is not obligated to honor--
    (1) Any order for a single item in excess of ---- [insert dollar 
figure or quantity];
    (2) Any order for a combination of items in excess of ---- [insert 
dollar figure or quantity]; or
    (3) A series of orders from the same ordering office within -- days 
that together call for quantities exceeding the limitation in 
subparagraph (1) or (2) above.
    (c) If this is a requirements contract (i.e., includes the 
Requirements clause at subsection 52.216-21 of the Federal Acquisition 
Regulation (FAR)), the Government is not required to order a part of any 
one requirement from the Contractor if that requirement exceeds the 
maximum-order limitations in paragraph (b) above.
    (d) Notwithstanding paragraphs (b) and (c) above, the Contractor 
shall honor any order exceeding the maximum order limitations in 
paragraph (b), unless that order (or orders) is returned to the ordering 
office within -- days

[[Page 115]]

after issuance, with written notice stating the Contractor's intent not 
to ship the item (or items) called for and the reasons. Upon receiving 
this notice, the Government may acquire the supplies or services from 
another source.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 49727, Sept. 26, 1995]



52.216-20  Definite Quantity.

    As prescribed in 16.506(c), insert the following clause:

                      Definite Quantity (OCT 1995)

    (a) This is a definite-quantity, indefinite-delivery contract for 
the supplies or services specified, and effective for the period stated, 
in the Schedule.
    (b) The Government shall order the quantity of supplies or services 
specified in the Schedule, and the Contractor shall furnish them when 
ordered. Delivery or performance shall be at locations designated in 
orders issued in accordance with the Ordering clause and the Schedule.
    (c) Except for any limitations on quantities in the Order 
Limitations clause or in the Schedule, there is no limit on the number 
of orders that may be issued. The Government may issue orders requiring 
delivery to multiple destinations or performance at multiple locations.
    (d) Any order issued during the effective period of this contract 
and not completed within that time shall be completed by the Contractor 
within the time specified in the order. The contract shall govern the 
Contractor's and Government's rights and obligations with respect to 
that order to the same extent as if the order were completed during the 
contract's effective period; provided, that the Contractor shall not be 
required to make any deliveries under this contract after ---- [insert 
date].

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 49727, Sept. 26, 1995]



52.216-21  Requirements.

    As prescribed in 16.506(d), insert the following clause:

                         Requirements (OCT 1995)

    (a) This is a requirements contract for the supplies or services 
specified, and effective for the period stated, in the Schedule. The 
quantities of supplies or services specified in the Schedule are 
estimates only and are not purchased by this contract. Except as this 
contract may otherwise provide, if the Government's requirements do not 
result in orders in the quantities described as estimated or maximum in 
the Schedule, that fact shall not constitute the basis for an equitable 
price adjustment.
    (b) Delivery or performance shall be made only as authorized by 
orders issued in accordance with the Ordering clause. Subject to any 
limitations in the Order Limitations clause or elsewhere in this 
contract, the Contractor shall furnish to the Government all supplies or 
services specified in the Schedule and called for by orders issued in 
accordance with the Ordering clause. The Government may issue orders 
requiring delivery to multiple destinations or performance at multiple 
locations.
    (c) Except as this contract otherwise provides, the Government shall 
order from the Contractor all the supplies or services specified in the 
Schedule that are required to be purchased by the Government activity or 
activities specified in the Schedule.
    (d) The Government is not required to purchase from the Contractor 
requirements in excess of any limit on total orders under this contract.
    (e) If the Government urgently requires delivery of any quantity of 
an item before the earliest date that delivery may be specified under 
this contract, and if the Contractor will not accept an order providing 
for the accelerated delivery, the Government may acquire the urgently 
required goods or services from another source.
    (f) Any order issued during the effective period of this contract 
and not completed within that period shall be completed by the 
Contractor within the time specified in the order. The contract shall 
govern the Contractor's and Government's rights and obligations with 
respect to that order to the same extent as if the order were completed 
during the contract's effective period; provided, that the Contractor 
shall not be required to make any deliveries under this contract after 
---- [insert date].

                             (End of clause)

    Alternate I (APR 1984). If the requirements contract is for 
nonpersonal services and related supplies and covers estimated 
requirements that exceed a specific Government activity's internal 
capability to produce or perform, substitute the following paragraph (c) 
for paragraph (c) of the basic clause:

    (c) The estimated quantities are not the total requirements of the 
Government activity specified in the Schedule, but are estimates of 
requirements in excess of the quantities that the activity may itself 
furnish within its own capabilities. Except as this contract otherwise 
provides, the Government shall order from the Contractor all of that

[[Page 116]]

activity's requirements for supplies and services specified in the 
Schedule that exceed the quantities that the activity may itself furnish 
within its own capabilities.

    Alternate II (APR 1984). If the requirements contract includes 
subsistence for both Government use and resale in the same Schedule, and 
similar products may be acquired on a brand-name basis, add the 
following paragraph (g) to the basic clause:

    (g) The requirements referred to in this contract are for items to 
be manufactured according to Government specifications. Notwithstanding 
anything to the contrary stated in the contract, the Government may 
acquire similar products by brand name from other sources for resale.

    Alternate III (OCT 1995). If the requirements contract involves a 
partial small business set-aside, substitute the following paragraph (c) 
for paragraph (c) of the basic clause:

    (c) The Government's requirements for each item or subitem of 
supplies or services described in the Schedule are being purchased 
through one non-set-aside contract and one set-aside contract. 
Therefore, the Government shall order from each Contractor approximately 
one-half of the total supplies or services specified in the Schedule 
that are required to be purchased by the specified Government activity 
or activities. The Government may choose between the set-aside 
Contractor and the non-set-aside Contractor in placing any particular 
order. However, the Government shall allocate successive orders, in 
accordance with its delivery requirements, to maintain as close a ratio 
as is reasonably practicable between the total quantities ordered from 
the two Contractors.

    Alternate IV (OCT 1995). If the contract includes subsistence for 
both Government use and resale in the same Schedule and similar products 
may be acquired on a brand-name basis and the contract also involves a 
partial small business set-aside, substitute the following paragraph (c) 
for paragraph (c) of the basic clause and add the following paragraph 
(g) to the basic clause:

    (c) The Government's requirements for each item or subitem of 
supplies or services described in the Schedule are being purchased 
through one non-set-aside contract and one set-aside contract. 
Therefore, the Government shall order from each Contractor approximately 
one-half of the total supplies or services specified in the Schedule 
that are required to be purchased by the specified Government activity 
or activities. The Government may choose between the set-aside 
Contractor and the non-set-aside Contractor in placing any particular 
order. However, the Government shall allocate successive orders, in 
accordance with its delivery requirements, to maintain as close a ratio 
as is reasonably practicable between the total quantities ordered from 
the two Contractors.
    (g) The requirements referred to in this contract are for items to 
be manufactured according to the Government specifications. 
Notwithstanding anything to the contrary stated in the contract, the 
Government may acquire similar products by brand name from other sources 
for resale.

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48264, Sept. 18, 1995; 
60 FR 49727, Sept. 26, 1995]



52.216-22  Indefinite Quantity.

    As prescribed in 16.506(e), insert the following clause:

                     Indefinite Quantity (OCT 1995)

    (a) This is an indefinite-quantity contract for the supplies or 
services specified, and effective for the period stated, in the 
Schedule. The quantities of supplies and services specified in the 
Schedule are estimates only and are not purchased by this contract.
    (b) Delivery or performance shall be made only as authorized by 
orders issued in accordance with the Ordering clause. The Contractor 
shall furnish to the Government, when and if ordered, the supplies or 
services specified in the Schedule up to and including the quantity 
designated in the Schedule as the maximum. The Government shall order at 
least the quantity of supplies or services designated in the Schedule as 
the minimum.
    (c) Except for any limitations on quantities in the Order 
Limitations clause or in the Schedule, there is no limit on the number 
of orders that may be issued. The Government may issue orders requiring 
delivery to multiple destinations or performance at multiple locations.
    (d) Any order issued during the effective period of this contract 
and not completed within that period shall be completed by the 
Contractor within the time specified in the order. The contract shall 
govern the Contractor's and Government's rights and obligations with 
respect to that order to the same extent as if the order were completed 
during the contract's effective period; provided, that the Contractor 
shall not be required to make any deliveries under this contract after 
---- [insert date].

[[Page 117]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
60 FR 49727, Sept. 26, 1995]



52.216-23  Execution and Commencement of Work.

    As prescribed in 16.603-4(b)(1), insert the following clause in 
solicitations and contracts when a letter contract is contemplated, 
except that it may be omitted from letter contracts awarded on SF 26:

              Execution and Commencement of Work (APR 1984)

    The Contractor shall indicate acceptance of this letter contract by 
signing three copies of the contract and returning them to the 
Contracting Officer not later than ---- [insert date]. Upon acceptance 
by both parties, the Contractor shall proceed with performance of the 
work, including purchase of necessary materials.

                             (End of clause)



52.216-24  Limitation of Government Liability.

    As prescribed in 16.603-4(b)(2), insert the following clause in 
solicitations and contracts when a letter contract is contemplated:

              Limitation of Government Liability (APR 1984)

    (a) In performing this contract, the Contractor is not authorized to 
make expenditures or incur obligations exceeding ---- dollars.
    (b) The maximum amount for which the Government shall be liable if 
this contract is terminated is ---- dollars.

                             (End of clause)



52.216-25  Contract Definitization.

    As prescribed in 16.603-4(b)(3), insert the following clause:

                   Contract Definitization (OCT 1997)

    (a) A ---- [insert specific type of contract] definitive contract is 
contemplated. The Contractor agrees to begin promptly negotiating with 
the Contracting Officer the terms of a definitive contract that will 
include (1) all clauses required by the Federal Acquisition Regulation 
(FAR) on the date of execution of the letter contract, (2) all clauses 
required by law on the date of execution of the definitive contract, and 
(3) any other mutually agreeable clauses, terms, and conditions. The 
Contractor agrees to submit a ---- [insert specific type of proposal 
(e.g., fixed-price or cost-and-fee)] proposal and cost or pricing data 
supporting its proposal.
    (b) The schedule for definitizing this contract is [insert target 
date for definitization of the contract and dates for submission of 
proposal, beginning of negotiations, and, if appropriate, submission of 
make-or-buy and subcontracting plans and cost or pricing data]:
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
    (c) If agreement on a definitive contract to supersede this letter 
contract is not reached by the target date in paragraph (b) above, or 
within any extension of it granted by the Contracting Officer, the 
Contracting Officer may, with the approval of the head of the 
contracting activity, determine a reasonable price or fee in accordance 
with subpart 15.4 and part 31 of the FAR, subject to Contractor appeal 
as provided in the Disputes clause. In any event, the Contractor shall 
proceed with completion of the contract, subject only to the Limitation 
of Government Liability clause.
    (1) After the Contracting Officer's determination of price or fee, 
the contract shall be governed by--
    (i) All clauses required by the FAR on the date of execution of this 
letter contract for either fixed-price or cost-reimbursement contracts, 
as determined by the Contracting Officer under this paragraph (c);
    (ii) All clauses required by law as of the date of the Contracting 
Officer's determination; and
    (iii) Any other clauses, terms, and conditions mutually agreed upon.
    (2) To the extent consistent with subparagraph (c)(1) above, all 
clauses, terms, and conditions included in this letter contract shall 
continue in effect, except those that by their nature apply only to a 
letter contract.

                             (End of clause)

    Alternate I (APR 1984). In letter contracts awarded on the basis of 
price competition, add the following paragraph (d) to the basic clause:

    (d) The definitive contract resulting from this letter contract will 
include a negotiated ---- [insert price ceiling or firm fixed price] in 
no event to exceed ---- [insert the proposed price upon which the award 
was based].

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48221, Sept. 18, 1995; 
62 FR 51271, Sept. 30, 1997]

[[Page 118]]



52.216-26  Payments of Allowable Costs Before Definitization.

    As prescribed in 16.603-4(c), insert the following clause:

      Payments of Allowable Costs Before Definitization (DEC 2002)

    (a) Reimbursement rate. Pending the placing of the definitive 
contract referred to in this letter contract, the Government will 
promptly reimburse the Contractor for all allowable costs under this 
contract at the following rates:
    (1) One hundred percent of approved costs representing financing 
payments to subcontractors under fixed-price subcontracts, provided that 
the Government's payments to the Contractor will not exceed 80 percent 
of the allowable costs of those subcontractors.
    (2) One hundred percent of approved costs representing cost-
reimbursement subcontracts; provided, that the Government's payments to 
the Contractor shall not exceed 85 percent of the allowable costs of 
those subcontractors.
    (3) Eighty-five percent of all other approved costs.
    (b) Limitation of reimbursement. To determine the amounts payable to 
the Contractor under this letter contract, the Contracting Officer shall 
determine allowable costs in accordance with the applicable cost 
principles in part 31 of the Federal Acquisition Regulation (FAR). The 
total reimbursement made under this paragraph shall not exceed 85 
percent of the maximum amount of the Government's liability, as stated 
in this contract.
    (c) Invoicing. Payments shall be made promptly to the Contractor 
when requested as work progresses, but (except for small business 
concerns) not more often than every 2 weeks, in amounts approved by the 
Contracting Officer. The Contractor may submit to an authorized 
representative of the Contracting Officer, in such form and reasonable 
detail as the representative may require, an invoice or voucher 
supported by a statement of the claimed allowable cost incurred by the 
Contractor in the performance of this contract.
    (d) Allowable costs. For the purpose of determining allowable costs, 
the term costs includes--
    (1) Those recorded costs that result, at the time of the request for 
reimbursement, from payment by cash, check, or other form of actual 
payment for items or services purchased directly for the contract;
    (2) When the Contractor is not delinquent in payment of costs of 
contract performance in the ordinary course of business, costs incurred, 
but not necessarily paid, for--
    (i) Supplies and services purchased directly for the contract and 
associated financing payments to subcontractors, provided payments 
determined due will be made--
    (A) In accordance with the terms and conditions of a subcontract or 
invoice; and
    (B) Ordinarily within 30 days of the submission of the Contractor's 
payment request to the Government;
    (ii) Materials issued from the Contractor's stores inventory and 
placed in the production process for use on the contract;
    (iii) Direct labor;
    (iv) Direct travel;
    (v) Other direct in-house costs; and
    (vi) Properly allocable and allowable indirect costs as shown on the 
records maintained by the Contractor for purposes of obtaining 
reimbursement under Government contracts; and
    (3) The amount of financing payments that the Contractor has paid by 
cash, check, or other forms of payment to subcontractors.
    (e) Small business concerns. A small business concern may receive 
more frequent payments than every 2 weeks.
    (f) Audit. At any time before final payment, the Contracting Officer 
may have the Contractor's invoices or vouchers and statements of costs 
audited. Any payment may be (1) reduced by any amounts found by the 
Contracting Officer not to constitute allowable costs or (2) adjusted 
for overpayments or underpayments made on preceding invoices or 
vouchers.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 65 FR 16283, Mar. 27, 2000; 
67 FR 70521, Nov. 22, 2002]



52.216-27  Single or Multiple Awards.

    As prescribed in 16.506(f), insert the following provision:

                  Single or Multiple Awards (OCT 1995)

    The Government may elect to award a single delivery order contract 
or task order contract or to award multiple delivery order contracts or 
task order contracts for the same or similar supplies or services to two 
or more sources under this solicitation.

                           (End of provision)

[60 FR 49727, Sept. 26, 1995]



52.216-28  Multiple Awards for Advisory and Assistance Services.

    As prescribed in 16.506(g), insert the following provision:

     Multiple Awards for Advisory and Assistance Services (OCT 1995)

    The Government intends to award multiple contracts for the same or 
similar advisory and assistance services to two or more sources under 
this solicitation unless the

[[Page 119]]

Government determines, after evaluation of offers, that only one offeror 
is capable of providing the services at the level of quality required.

                           (End of provision)

[60 FR 49728, Sept. 26, 1995]



52.216-29  Time-and-Materials/Labor-Hour Proposal Requirements--Non-Commercial 

Item Acquisition With Adequate Price Competition.

    As prescribed in 16.601(e)(1), insert the following provision:

Time-and-Materials/Labor-Hour Proposal Requirements--Non-Commercial Item 
         Acquisition With Adequate Price Competition (FEB 2007)

    (a) The Government contemplates award of a Time-and-Materials or 
Labor-Hour type of contract resulting from this solicitation.
    (b) The offeror must specify fixed hourly rates in its offer that 
include wages, overhead, general and administrative expenses, and 
profit. The offeror must specify whether the fixed hourly rate for each 
labor category applies to labor performed by--
    (1) The offeror;
    (2) Subcontractors; and/or
    (3) Divisions, subsidiaries, or affiliates of the offeror under a 
common control;
    (c) The offeror must establish fixed hourly rates using--
    (1) Separate rates for each category of labor to be performed by 
each subcontractor and for each category of labor to be performed by the 
offeror, and for each category of labor to be transferred between 
divisions, subsidiaries, or affiliates of the offeror under a common 
control;
    (2) Blended rates for each category of labor to be performed by the 
offeror, including labor transferred between divisions, subsidiaries, or 
affiliates of the offeror under a common control, and all 
subcontractors; or
    (3) Any combination of separate and blended rates for each category 
of labor to be performed by the offeror, affiliates of the offeror under 
a common control, and subcontractors.

                           (End of provision)

[71 FR 74665, Dec. 12, 2006]



52.216-30  Time-and-Materials/Labor-Hour Proposal Requirements--Non-Commercial 

Item Acquisition without Adequate Price Competition.

    As prescribed in 16.601(e)(2), insert the following provision:

Time-and-Materials/Labor-Hour Proposal Requirements--Non-Commercial Item 
        Acquisition Without Adequate Price Competition (FEB 2007)

    (a) The Government contemplates award of a Time-and-Materials or 
Labor-Hour type of contract resulting from this solicitation.
    (b) The offeror must specify separate fixed hourly rates in its 
offer that include wages, overhead, general and administrative expenses, 
and profit for each category of labor to be performed by--
    (1) The offeror;
    (2) Each subcontractor; and
    (3) Each division, subsidiary, or affiliate of the offeror under a 
common control.
    (c) Unless exempt under paragraph (d) of this provision, the fixed 
hourly rates for services transferred between divisions, subsidiaries, 
or affiliates of the offeror under a common control--
    (1) Shall not include profit for the transferring organization; but
    (2) May include profit for the prime Contractor.
    (d) The fixed hourly rates for services that meet the definition of 
commercial item at 2.101 that are transferred between divisions, 
subsidiaries, or affiliates of the offeror under a common control may be 
the established catalog or market rate when it is the established 
practice of the transferring organization to price interorganizational 
transfers at other than cost for commercial work of the offeror or any 
division, subsidiary or affiliate of the offeror under a common control.

                           (End of provision)

[71 FR 74665, Dec. 12, 2006]



52.216-31  Time-and-Materials/Labor-Hour Proposal Requirements--Commercial 

Item Acquisition.

    As prescribed in 16.601(e)(3), insert the following provision:

  Time-and-Materials/Labor-Hour Proposal Requirements--Commercial Item 
                         Acquisition (FEB 2007)

    (a) The Government contemplates award of a Time-and-Materials or 
Labor-Hour type of contract resulting from this solicitation.
    (b) The offeror must specify fixed hourly rates in its offer that 
include wages, overhead, general and administrative expenses, and 
profit. The offeror must specify whether the fixed hourly rate for each 
labor category applies to labor performed by--
    (1) The offeror;
    (2) Subcontractors; and/or
    (3) Divisions, subsidiaries, or affiliates of the offeror under a 
common control.

[[Page 120]]

                           (End of provision)

[71 FR 74665, Dec. 12, 2006, as amended at 72 FR 6882, Feb. 13, 2007]



52.217-1  [Reserved]



52.217-2  Cancellation Under Multiyear Contracts.

    As prescribed in 17.109(a), insert the following clause:

            Cancellation Under Multiyear Contracts (OCT 1997)

    (a) Cancellation, as used in this clause, means that the Government 
is canceling its requirements for all supplies or services in program 
years subsequent to that in which notice of cancellation is provided. 
Cancellation shall occur by the date or within the time period specified 
in the Schedule, unless a later date is agreed to, if the Contracting 
Officer (1) notifies the Contractor that funds are not available for 
contract performance for any subsequent program year, or (2) fails to 
notify the Contractor that funds are available for performance of the 
succeeding program year requirement.
    (b) Except for cancellation under this clause or termination under 
the Default clause, any reduction by the Contracting Officer in the 
requirements of this contract shall be considered a termination under 
the Termination for Convenience of the Government clause.
    (c) If cancellation under this clause occurs, the Contractor will be 
paid a cancellation charge not over the cancellation ceiling specified 
in the Schedule as applicable at the time of cancellation.
    (d) The cancellation charge will cover only (1) costs (i) incurred 
by the Contractor and/or subcontractor, (ii) reasonably necessary for 
performance of the contract, and (iii) that would have been equitably 
amortized over the entire multiyear contract period but, because of the 
cancellation, are not so amortized, and (2) a reasonable profit or fee 
on the costs.
    (e) The cancellation charge shall be computed and the claim made for 
it as if the claim were being made under the Termination for Convenience 
of the Government clause of this contract. The Contractor shall submit 
the claim promptly but no later than 1 year from the date (1) of 
notification of the nonavailability of funds, or (2) specified in the 
Schedule by which notification of the availability of additional funds 
for the next succeeding program year is required to be issued, whichever 
is earlier, unless extensions in writing are granted by the Contracting 
Officer.
    (f) The Contractor's claim may include--
    (1) Reasonable nonrecurring costs (see Subpart 15.4 of the Federal 
Acquisition Regulation) which are applicable to and normally would have 
been amortized in all supplies or services which are multiyear 
requirements;
    (2) Allocable portions of the costs of facilities acquired or 
established for the conduct of the work, to the extent that it is 
impracticable for the Contractor to use the facilities in its commercial 
work, and if the costs are not charged to the contract through overhead 
or otherwise depreciated;
    (3) Costs incurred for the assembly, training, and transportation to 
and from the job site of a specialized work force; and
    (4) Costs not amortized solely because the cancellation had 
precluded anticipated benefits of Contractor or subcontractor learning.
    (g) The claim shall not include--
    (1) Labor, material, or other expenses incurred by the Contractor or 
subcontractors for performance of the canceled work;
    (2) Any cost already paid to the Contractor;
    (3) Anticipated profit or unearned fee on the canceled work; or
    (4) For service contracts, the remaining useful commercial life of 
facilities. Useful commercial life means the commercial utility of the 
facilities rather than their physical life with due consideration given 
to such factors as location of facilities, their specialized nature, and 
obsolescence.
    (h) This contract may include an Option clause with the period for 
exercising the option limited to the date in the contract for 
notification that funds are available for the next succeeding program 
year. If so, the Contractor agrees not to include in option quantities 
any costs of a startup or nonrecurring nature that have been fully set 
forth in the contract. The Contractor further agrees that the option 
quantities will reflect only those recurring costs and a reasonable 
profit or fee necessary to furnish the additional option quantities.
    (i) Quantities added to the original contract through the Option 
clause of this contract shall be included in the quantity canceled for 
the purpose of computing allowable cancellation charges.

                             (End of clause)

[61 FR 39207, July 26, 1996, as amended at 62 FR 51271, Sept. 30, 1997]



52.217-3  Evaluation Exclusive of Options.

    As prescribed in 17.208(a), insert a provision substantially the 
same as the following in solicitations when the solicitation includes an 
option clause and does not include one of the provisions prescribed in 
17.208 (b) or (c):

[[Page 121]]

               Evaluation Exclusive of Options (OCT 1984)

    The Government will evaluate offers for award purposes by including 
only the price for the basic requirement; i.e., options will not be 
included in the evaluation for award purposes.

                           (End of provision)



52.217-4  Evaluation of Option Exercised at Time of Contract Award.

    As prescribed in 17.208(b), insert a provision substantially the 
same as the following:

  Evaluation of Options Exercised at Time of Contract Award (JUN 1988)

    Except when it is determined in accordance with FAR 17.206(b) not to 
be in the Government's best interests, the Government will evaluate the 
total price for the basic requirement together with any option(s) 
exercised at the time of award.

                           (End of provision)

[53 FR 17860, May 18, 1988]



52.217-5  Evaluation of Options.

    As prescribed in 17.208(c), insert a provision substantially the 
same as the following:

                    Evaluation of Options (JUL 1990)

    Except when it is determined in accordance with FAR 17.206(b) not to 
be in the Government's best interests, the Government will evaluate 
offers for award purposes by adding the total price for all options to 
the total price for the basic requirement. Evaluation of options will 
not obligate the Government to exercise the option(s).

                           (End of provision)

[53 FR 17860, May 18, 1988, as amended at 55 FR 25532, June 21, 1990; 69 
FR 59704, Oct. 5, 2004]



52.217-6  Option for Increased Quantity.

    As prescribed in 17.208(d), insert a clause substantially the same 
as the following:

                Option for Increased Quantity (MAR 1989)

    The Government may increase the quantity of supplies called for in 
the Schedule at the unit price specified. The Contracting Officer may 
exercise the option by written notice to the Contractor within ---- 
[insert in the clause the period of time in which the Contracting 
Officer has to exercise the option]. Delivery of the added items shall 
continue at the same rate as the like items called for under the 
contract, unless the parties otherwise agree.

                             (End of clause)

[54 FR 5058, Jan. 31, 1989]



52.217-7  Option for Increased Quantity--Separately Priced Line Item.

    As prescribed in 17.208(e), insert a clause substantially the same 
as the following:

  Option for Increased Quantity--Separately Priced Line Item (MAR 1989)

    The Government may require the delivery of the numbered line item, 
identified in the Schedule as an option item, in the quantity and at the 
price stated in the Schedule. The Contracting Officer may exercise the 
option by written notice to the Contractor within ---- [insert in the 
clause the period of time in which the Contracting Officer has to 
exercise the option]. Delivery of added items shall continue at the same 
rate that like items are called for under the contract, unless the 
parties otherwise agree.

                             (End of clause)

[54 FR 5058, Jan. 31, 1989]



52.217-8  Option To Extend Services.

    As prescribed in 17.208(f), insert a clause substantially the same 
as the following:

                  Option To Extend Services (NOV 1999)

    The Government may require continued performance of any services 
within the limits and at the rates specified in the contract. These 
rates may be adjusted only as a result of revisions to prevailing labor 
rates provided by the Secretary of Labor. The option provision may be 
exercised more than once, but the total extention of performance 
hereunder shall not exceed 6 months. The Contracting Officer may 
exercise the option by written notice to the Contractor within-- [insert 
the period of time within which the Contracting Officer may exercise the 
option].

                             (End of clause)

[54 FR 29283, July 11, 1989, as amended at 64 51843, Sept. 24, 1999]

[[Page 122]]



52.217-9  Option To Extend the Term of the Contract.

    As prescribed in 17.208(g), insert a clause substantially the same 
as the following:

          Option To Extend the Term of the Contract (MAR 2000)

    (a) The Government may extend the term of this contract by written 
notice to the Contractor within -- [insert the period of time within 
which the Contracting Officer may exercise the option]; provided that 
the Government gives the Contractor a preliminary written notice of its 
intent to extend at least -- days [60 days unless a different number of 
days is inserted] before the contract expires. The preliminary notice 
does not commit the Government to an extension.
    (b) If the Government exercises this option, the extended contract 
shall be considered to include this option clause.
    (c) The total duration of this contract, including the exercise of 
any options under this clause, shall not exceed -- (months) (years).

                             (End of clause)

[54 FR 5058, Jan. 31, 1989, as amended at 64 FR 51843, Sept. 24, 1999; 
65 FR 16286, Mar. 27, 2000]



52.218  [Reserved]



52.219-1  Small Business Program Representations.

    As prescribed in 19.308(a)(1), insert the following provision:

            Small Business Program Representations (MAY 2004)

    (a)(1) The North American Industry Classification System (NAICS) 
code for this acquisition is--[insert NAICS code].
    (2) The small business size standard is -------- (insert size 
standard).
    (3) The small business size standard for a concern which submits an 
offer in its own name, other than on a construction or service contract, 
but which proposes to furnish a product which it did not itself 
manufacture, is 500 employees.
    (b) Representations. (1) The offeror represents as part of its offer 
that it [squ] is, [squ] is not a small business concern.
    (2) (Complete only if the offeror represented itself as a small 
business concern in paragraph (b)(1) of this provision.) The offeror 
represents, for general statistical purposes, that it [squ] is, [squ] is 
not, a small disadvantaged business concern as defined in 13 CFR 
124.1002.
    (3) (Complete only if the offeror represented itself as a small 
business concern in paragraph (b)(1) of this provision.) The offeror 
represents as part of its offer that it [squ] is, [squ] is not a women-
owned small business concern.
    (4) [Complete only if the offeror represented itself as a small 
business concern in paragraph (b)(1) of this provision.] The offeror 
represents as part of its offer that it [ ] is, [ ] is not a veteran-
owned small business concern.
    (5) [Complete only if the offeror represented itself as a veteran-
owned small business concern in paragraph (b)(4) of this provision.] The 
offeror represents as part of its offer that it [ ] is, [ ] is not a 
service-disabled veteran-owned small business concern.
    (6) [Complete only if the offeror represented itself as a small 
business concern in paragraph (b)(1) of this provision.] The offeror 
represents, as part of its offer, that--
    (i) It [ ] is, [ ] is not a HUBZone small business concern listed, 
on the date of this representation, on the List of Qualified HUBZone 
Small Business Concerns maintained by the Small Business Administration, 
and no material change in ownership and control, principal office, or 
HUBZone employee percentage has occurred since it was certified by the 
Small Business Administration in accordance with 13 CFR part 126; and
    (ii) It [ ] is, [ ] is not a joint venture that complies with the 
requirements of 13 CFR part 126, and the representation in paragraph 
(b)(6)(i) of this provision is accurate for the HUBZone small business 
concern or concerns that are participating in the joint venture. [The 
offeror shall enter the name or names of the HUBZone small business 
concern or concerns that are participating in the joint venture:--------
----.] Each HUBZone small business concern participating in the joint 
venture shall submit a separate signed copy of the HUBZone 
representation.
    (c) Definitions. As used in this provision--
    Service-disabled veteran-owned small business concern--
    (1) Means a small business concern--
    (i) Not less than 51 percent of which is owned by one or more 
service-disabled veterans or, in the case of any publicly owned 
business, not less than 51 percent of the stock of which is owned by one 
or more service-disabled veterans; and
    (ii) The management and daily business operations of which are 
controlled by one or more service-disabled veterans or, in the case of a 
service-disabled veteran with permanent and severe disability, the 
spouse or permanent caregiver of such veteran.
    (2) Service-disabled veteran means a veteran, as defined in 38 
U.S.C. 101(2), with a disability that is service-connected, as defined 
in 38 U.S.C. 101(16).
    Small business concern means a concern, including its affiliates, 
that is independently

[[Page 123]]

owned and operated, not dominant in the field of operation in which it 
is bidding on Government contracts, and qualified as a small business 
under the criteria in 13 CFR part 121 and the size standard in paragraph 
(a) of this provision.
    Veteran-owned small business concern means a small business 
concern--
    (1) Not less than 51 percent of which is owned by one or more 
veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any 
publicly owned business, not less than 51 percent of the stock of which 
is owned by one or more veterans; and
    (2) The management and daily business operations of which are 
controlled by one or more veterans.
    Women-owned small business concern means a small business concern--
    (1) That is at least 51 percent owned by one or more women; or, in 
the case of any publicly owned business, at least 51 percent of the 
stock of which is owned by one or more women; and
    (2) Whose management and daily business operations are controlled by 
one or more women.
    (d) Notice. (1) If this solicitation is for supplies and has been 
set aside, in whole or in part, for small business concerns, then the 
clause in this solicitation providing notice of the set-aside contains 
restrictions on the source of the end items to be furnished.
    (2) Under 15 U.S.C. 645(d), any person who misrepresents a firm's 
status as a small, HUBZone small, small disadvantaged, or women-owned 
small business concern in order to obtain a contract to be awarded under 
the preference programs established pursuant to section 8(a), 8(d), 9, 
or 15 of the Small Business Act or any other provision of Federal law 
that specifically references section 8(d) for a definition of program 
eligibility, shall--
    (i) Be punished by imposition of fine, imprisonment, or both;
    (ii) Be subject to administrative remedies, including suspension and 
debarment; and
    (iii) Be ineligible for participation in programs conducted under 
the authority of the Act.

                           (End of provision)

    Alternate I (OCT 2002). As prescribed in 19.307(a)(2), add the 
following paragraph (b)(7) to the basic provision:

    (7) [Complete if offeror represented itself as disadvantaged in 
paragraph (b)(2) of this provision.] The offeror shall check the 
category in which its ownership falls:
    ---- Black American.
    ---- Hispanic American.
    ---- Native American (American Indians, Eskimos, Aleuts, or Native 
Hawaiians).
    ---- Asian-Pacific American (persons with origins from Burma, 
Thailand, Malaysia, Indonesia, Singapore, Brunei, Japan, China, Taiwan, 
Laos, Cambodia (Kampuchea), Vietnam, Korea, The Philippines, U.S. Trust 
Territory of the Pacific Islands (Republic of Palau), Republic of the 
Marshall Islands, Federated States of Micronesia, the Commonwealth of 
the Northern Mariana Islands, Guam, Samoa, Macao, Hong Kong, Fiji, 
Tonga, Kiribati, Tuvalu, or Nauru).
    ---- Subcontinent Asian (Asian-Indian) American (persons with 
origins from India, Pakistan, Bangladesh, Sri Lanka, Bhutan, the 
Maldives Islands, or Nepal).
    ---- Individual/concern, other than one of the preceding.

[60 FR 48264, Sept. 18, 1995, as amended at 61 FR 67422, Dec. 20, 1996; 
62 FR 238, Jan. 2, 1997; 63 FR 9069, Feb. 23, 1998; 63 FR 35725, June 
30, 1998; 63 FR 70274, Dec. 18, 1998; 64 FR 10533, Mar. 4, 1999; 64 FR 
32749, June 17, 1999; 64 FR 51832, Sept. 24, 1999; 65 FR 46058, July 26, 
2000; 65 FR 60546, Oct. 11, 2000; 66 FR 2134, Jan. 10, 2001; 67 FR 
13066, Mar. 20, 2002; 69 FR 25279, May 5, 2004; 69 FR 76358, Dec. 20, 
2004]



52.219-2  Equal Low Bids.

    As prescribed in 19.308(c), insert the following provision:

                        Equal Low Bids (OCT 1995)

    (a) This provision applies to small business concerns only.
    (b) The bidder's status as a labor surplus area (LSA) concern may 
affect entitlement to award in case of tie bids. If the bidder wishes to 
be considered for this priority, the bidder must identify, in the 
following space, the LSA in which the costs to be incurred on account of 
manufacturing or production (by the bidder or the first-tier 
subcontractors) amount to more than 50 percent of the contract price.
________________________________________________________________________

________________________________________________________________________
    (c) Failure to identify the labor surplus areas as specified in 
paragraph (b) of this provision will preclude the bidder from receiving 
priority consideration. If the bidder is awarded a contract as a result 
of receiving priority consideration under this provision and would not 
have otherwise received award, the bidder shall perform the contract or 
cause the contract to be performed in accordance with the obligations of 
an LSA concern.

                           (End of provision)

[60 FR 48265, Sept. 18, 1995, as amended at 63 FR 35725, June 30, 1998; 
63 FR 70274, Dec. 18, 1998; 69 FR 25279, May 5, 2004]

[[Page 124]]



52.219-3  Notice of total HUBZone set-aside.

    As prescribed in 19.1308(a), insert the following clause:

              Notice of Total HUBZone Set-Aside (JAN 1999)

    (a) Definition. HUBZone small business concern, as used in this 
clause, means a small business concern that appears on the List of 
Qualified HUBZone Small Business Concerns maintained by the Small 
Business Administration.
    (b) General. (1) Offers are solicited only from HUBZone small 
business concerns. Offers received from concerns that are not HUBZone 
small business concerns shall not be considered.
    (2) Any award resulting from this solicitation will be made to a 
HUBZone small business concern.
    (c) Agreement. A HUBZone small business concern agrees that in the 
performance of the contract, in the case of a contract for--
    (1) Services (except construction), at least 50 percent of the cost 
of personnel for contract performance will be spent for employees of the 
concern or employees of other HUBZone small business concerns;
    (2) Supplies (other than acquisition from a nonmanufacturer of the 
supplies), at least 50 percent of the cost of manufacturing, excluding 
the cost of materials, will be performed by the concern or other HUBZone 
small business concerns;
    (3) General construction, at least 15 percent of the cost of the 
contract performance incurred for personnel will be spent on the 
concern's employees or the employees of other HUBZone small business 
concerns; or
    (4) Construction by special trade contractors, at least 25 percent 
of the cost of the contract performance incurred for personnel will be 
spent on the concern's employees or the employees of other HUBZone small 
business concerns.
    (d) A HUBZone joint venture agrees that, in the performance of the 
contract, the applicable percentage specified in paragraph (c) of this 
clause will be performed by the HUBZone small business participant or 
participants.
    (e) A HUBZone small business concern nonmanufacturer agrees to 
furnish in performing this contract only end items manufactured or 
produced by HUBZone small business manufacturer concerns. This paragraph 
does not apply in connection with construction or service contracts.

                             (End of clause)

[63 FR 70274, Dec. 18, 1998]



52.219-4  Notice of price evaluation preference for HUBZone small business 

concerns.

    As prescribed in 19.1308(b), insert the following clause:

    Notice of Price Evaluation Preference for HUBZone Small Business 
                           Concerns (JUL 2005)

    (a) Definition. HUBZone small business concern, as used in this 
clause, means a small business concern that appears on the List of 
Qualified HUBZone Small Business Concerns maintained by the Small 
Business Administration.
    (b) Evaluation preference. (1) Offers will be evaluated by adding a 
factor of 10 percent to the price of all offers, except--
    (i) Offers from HUBZone small business concerns that have not waived 
the evaluation preference; and
    (ii) Otherwise successful offers from small business concerns.
    (2) The factor of 10 percent shall be applied on a line item basis 
or to any group of items on which award may be made. Other evaluation 
factors described in the solicitation shall be applied before 
application of the factor.
    (3) A concern that is both a HUBZone small business concern and a 
small disadvantaged business concern will receive the benefit of both 
the HUBZone small business price evaluation preference and the small 
disadvantaged business price evaluation adjustment (see FAR clause 
52.219-23). Each applicable price evaluation preference or adjustment 
shall be calculated independently against an offeror's base offer.
    These individual preference amounts shall be added together to 
arrive at the total evaluated price for that offer.
    (c) Waiver of evaluation preference. A HUBZone small business 
concern may elect to waive the evaluation preference, in which case the 
factor will be added to its offer for evaluation purposes. The 
agreements in paragraph (d) of this clause do not apply if the offeror 
has waived the evaluation preference.
    [squ] Offeror elects to waive the evaluation preference.
    (d) Agreement. A HUBZone small business concern agrees that in the 
performance of the contract, in the case of a contract for
    (1) Services (except construction), at least 50 percent of the cost 
of personnel for contract performance will be spent for employees of the 
concern or employees of other HUBZone small business concerns;
    (2) Supplies (other than procurement from a nonmanufacturer of such 
supplies), at least 50 percent of the cost of manufacturing, excluding 
the cost of materials, will be performed by the concern or other HUBZone 
small business concerns;

[[Page 125]]

    (3) General construction, at least 15 percent of the cost of the 
contract performance incurred for personnel will be spent on the 
concern's employees or the employees of other HUBZone small business 
concerns; or
    (4) Construction by special trade contractors, at least 25 percent 
of the cost of the contract performance incurred for personnel will be 
spent on the concern's employees or the employees of other HUBZone small 
business concerns.
    (e) A HUBZone joint venture agrees that in the performance of the 
contract, the applicable percentage specified in paragraph (d) of this 
clause will be performed by the HUBZone small business participant or 
participants.
    (f) A HUBZone small business concern nonmanufacturer agrees to 
furnish in performing this contract only end items manufactured or 
produced by HUBZone small business manufacturer concerns. This paragraph 
does not apply in connection with construction or service contracts.

                             End of clause)

[63 FR 70275, Dec. 18, 1998, as amended at 69 FR 59704, Oct. 5, 2004; 70 
FR 33661, June 8, 2005]



52.219-5  [Reserved]



52.219-6  Notice of Total Small Business Set-Aside.

    As prescribed in 19.508(c), insert the following clause:

           Notice of Total Small Business Set-Aside (JUN 2003)

    (a) Definition. Small business concern, as used in this clause, 
means a concern, including its affiliates, that is independently owned 
and operated, not dominant in the field of operation in which it is 
bidding on Government contracts, and qualified as a small business under 
the size standards in this solicitation.
    (b) General. (1) Offers are solicited only from small business 
concerns. Offers received from concerns that are not small business 
concerns shall be considered nonresponsive and will be rejected.
    (2) Any award resulting from this solicitation will be made to a 
small business concern.
    (c) Agreement. A small business concern submitting an offer in its 
own name shall furnish, in performing the contract, only end items 
manufactured or produced by small business concerns in the United States 
or its outlying areas. If this procurement is processed under simplified 
acquisition procedures and the total amount of this contract does not 
exceed $25,000, a small business concern may furnish the product of any 
domestic firm. This paragraph does not apply to construction or service 
contracts.

                             (End of clause)

    Alternate I (OCT 1995). When the acquisition is for a product in a 
class for which the Small Business Administration has determined that 
there are no small business manufacturers or processors in the Federal 
market in accordance with 19.502-2(c), delete paragraph (c).
    Alternate II (MAR 2004). As prescribed in 19.508(c), substitute the 
following paragraph (b) for paragraph (b) of the basic clause:

    (b) General. (1) Offers are solicited only from small business 
concerns and Federal Prison Industries, Inc. (FPI). Offers received from 
concerns that are not small business concerns or FPI shall be considered 
nonresponsive and will be rejected.
    (2) Any award resulting from this solicitation will be made to 
either a small business concern or FPI.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 25069, June 12, 1989; 
60 FR 48265, Sept. 18, 1995; 61 FR 39209, July 26, 1996; 68 FR 28085, 
May 22, 2003; 69 FR 16150, Mar. 26, 2004]



52.219-7  Notice of Partial Small Business Set-Aside.

    As prescribed in 19.508(d), insert the following clause:

          Notice of Partial Small Business Set-Aside (JUN 2003)

    (a) Definitions. Small business concern, as used in this clause, 
means a concern, including its affiliates, that is independently owned 
and operated, not dominant in the field of operation in which it is 
bidding on Government contracts, and qualified as a small business under 
the size standards in this solicitation.
    (b) General. (1) A portion of this requirement, identified elsewhere 
in this solicitation, has been set aside for award to one or more small 
business concerns.
    (2) Offers on the non-set-aside portion will be evaluated first and 
award will be made on that portion in accordance with the provisions of 
this solicitation.
    (3) The set-aside portion will be awarded at the highest unit 
price(s) in the contract(s) for the non-set-aside portion, adjusted to 
reflect transportation and other costs appropriate for the selected 
contractor(s).
    (4) The contractor(s) for the set-aside portion will be selected 
from among the small business concerns that submitted responsive offers 
on the non-set-aside portion. Negotiations will be conducted with the 
concern

[[Page 126]]

that submitted the lowest responsive offer on the non-set-aside portion. 
If the negotiations are not successful or if only part of the set-aside 
portion is awarded to that concern, negotiations will be conducted with 
the concern that submitted the second-lowest responsive offer on the 
non-set-aside portion. This process will continue until a contract or 
contracts are awarded for the entire set-aside portion.
    (c) Agreement. For the set-aside portion of the acquisition, a small 
business concern submitting an offer in its own name shall furnish, in 
performing the contract, only end items manufactured or produced by 
small business concerns in the United States or its outlying areas. If 
this procurement is processed under simplified acquisition procedures 
and the total amount of this contract does not exceed $25,000, a small 
business concern may furnish the product of any domestic firm. This 
paragraph does not apply to construction or service contracts.

                             (End of clause)

    Alternate I (OCT 1995). When the acquisition is for a product in a 
class for which the Small Business Administration has determined that 
there are no small business manufacturers or processors in the Federal 
market in accordance with 19.502-2(c), delete paragraph (c).
    Alternate II (MAR 2004). As prescribed in 19.508(d), add the 
following paragraph (d) to the basic clause:

    (d) Notwithstanding paragraph (b) of this clause, offers from 
Federal Prison Industries, Inc., will be solicited and considered for 
both the set-aside and non-set-aside portion of this requirement.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 25069, June 12, 1989; 
55 FR 52798, Dec. 21, 1990; 60 FR 48265, Sept. 18, 1995; 61 FR 39209, 
July 26, 1996; 68 FR 28085, May 22, 2003; 69 FR 16150, Mar. 26, 2004]



52.219-8  Utilization of small business concerns.

    As prescribed in 19.708(a), insert the following clause:

            Utilization of Small Business Concerns (MAY 2004)

    (a) It is the policy of the United States that small business 
concerns, veteran-owned small business concerns, service-disabled 
veteran-owned small business concerns, HUBZone small business concerns, 
small disadvantaged business concerns, and women-owned small business 
concerns shall have the maximum practicable opportunity to participate 
in performing contracts let by any Federal agency, including contracts 
and subcontracts for subsystems, assemblies, components, and related 
services for major systems. It is further the policy of the United 
States that its prime contractors establish procedures to ensure the 
timely payment of amounts due pursuant to the terms of their 
subcontracts with small business concerns, veteran-owned small business 
concerns, service-disabled veteran-owned small business concerns, 
HUBZone small business concerns, small disadvantaged business concerns, 
and women-owned small business concerns.
    (b) The Contractor hereby agrees to carry out this policy in the 
awarding of subcontracts to the fullest extent consistent with efficient 
contract performance. The Contractor further agrees to cooperate in any 
studies or surveys as may be conducted by the United States Small 
Business Administration or the awarding agency of the United States as 
may be necessary to determine the extent of the Contractor's compliance 
with this clause.
    (c) Definitions. As used in this contract--
    HUBZone small business concern means a small business concern that 
appears on the List of Qualified HUBZone Small Business Concerns 
maintained by the Small Business Administration.
    Service-disabled veteran-owned small business concern--
    (1) Means a small business concern--
    (i) Not less than 51 percent of which is owned by one or more 
service-disabled veterans or, in the case of any publicly owned 
business, not less than 51 percent of the stock of which is owned by one 
or more service-disabled veterans; and
    (ii) The management and daily business operations of which are 
controlled by one or more service-disabled veterans or, in the case of a 
service-disabled veteran with permanent and severe disability, the 
spouse or permanent caregiver of such veteran.
    (2) Service-disabled veteran means a veteran, as defined in 38 
U.S.C. 101(2), with a disability that is service-connected, as defined 
in 38 U.S.C. 101(16).
    Small business concern means a small business as defined pursuant to 
Section 3 of the Small Business Act and relevant regulations promulgated 
pursuant thereto.
    Small disadvantaged business concern means a small business concern 
that represents, as part of its offer that--
    (1) It has received certification as a small disadvantaged business 
concern consistent with 13 CFR part 124, subpart B;
    (2) No material change in disadvantaged ownership and control has 
occurred since its certification;
    (3) Where the concern is owned by one or more individuals, the net 
worth of each individual upon whom the certification is based

[[Page 127]]

does not exceed $750,000 after taking into account the applicable 
exclusions set forth at 13 CFR 124.104(c)(2); and
    (4) It is identified, on the date of its representation, as a 
certified small disadvantaged business in the database maintained by the 
Small Business Administration (PRO-Net).
    Veteran-owned small business concern means a small business 
concern--
    (1) Not less than 51 percent of which is owned by one or more 
veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any 
publicly owned business, not less than 51 percent of the stock of which 
is owned by one or more veterans; and
    (2) The management and daily business operations of which are 
controlled by one or more veterans.
    Women-owned small business concern means a small business concern--
    (1) That is at least 51 percent owned by one or more women, or, in 
the case of any publicly owned business, at least 51 percent of the 
stock of which is owned by one or more women; and
    (2) Whose management and daily business operations are controlled by 
one or more women.
    (d) Contractors acting in good faith may rely on written 
representations by their subcontractors regarding their status as a 
small business concern, a veteran-owned small business concern, a 
service-disabled veteran-owned small business concern, a HUBZone small 
business concern, a small disadvantaged business concern, or a women-
owned small business concern.

                             (End of clause)

[63 FR 70275, Dec. 18, 1998, as amended at 64 FR 3196, Jan. 20, 1999; 64 
FR 10549, Mar. 4, 1999; 64 FR 32749, June 17, 1999; 64 FR 36224, July 2, 
1999; 65 FR 60546, Oct. 11, 2000; 69 FR 25279, May 5, 2004]



52.219-9  Small business subcontracting plan.

    As prescribed in 19.708(b), insert the following clause:

              Small Business Subcontracting Plan (APR 2008)

    (a) This clause does not apply to small business concerns.
    (b) Definitions. As used in this clause--
    Alaska Native Corporation (ANC) means any Regional Corporation, 
Village Corporation, Urban Corporation, or Group Corporation organized 
under the laws of the State of Alaska in accordance with the Alaska 
Native Claims Settlement Act, as amended (43 U.S.C. 1601, et seq.) and 
which is considered a minority and economically disadvantaged concern 
under the criteria at 43 U.S.C. 1626(e)(1). This definition also 
includes ANC direct and indirect subsidiary corporations, joint 
ventures, and partnerships that meet the requirements of 43 U.S.C. 
1626(e)(2).
    Commercial item means a product or service that satisfies the 
definition of commercial item in section 2.101 of the Federal 
Acquisition Regulation.
    Commercial plan means a subcontracting plan (including goals) that 
covers the offeror's fiscal year and that applies to the entire 
production of commercial items sold by either the entire company or a 
portion thereof (e.g., division, plant, or product line).
    Electronic Subcontracting Reporting System (eSRS) means the 
Governmentwide, electronic, web-based system for small business 
subcontracting program reporting. The eSRS is located at http://
www.esrs.gov.
    Indian tribe means any Indian tribe, band, group, pueblo, or 
community, including native villages and native groups (including 
corporations organized by Kenai, Juneau, Sitka, and Kodiak) as defined 
in the Alaska Native Claims Settlement Act (43 U.S.C.A. 1601 et seq.), 
that is recognized by the Federal Government as eligible for services 
from the Bureau of Indian Affairs in accordance with 25 U.S.C. 1452(c). 
This definition also includes Indian-owned economic enterprises that 
meet the requirements of 25 U.S.C. 1452(e).
    Individual contract plan means a subcontracting plan that covers the 
entire contract period (including option periods), applies to a specific 
contract, and has goals that are based on the offeror's planned 
subcontracting in support of the specific contract, except that indirect 
costs incurred for common or joint purposes may be allocated on a 
prorated basis to the contract.
    Master plan means a subcontracting plan that contains all the 
required elements of an individual contract plan, except goals, and may 
be incorporated into individual contract plans, provided the master plan 
has been approved.
    Subcontract means any agreement (other than one involving an 
employer-employee relationship) entered into by a Federal Government 
prime Contractor or subcontractor calling for supplies or services 
required for performance of the contract or subcontract.
    (c) The offeror, upon request by the Contracting Officer, shall 
submit and negotiate a subcontracting plan, where applicable, that 
separately addresses subcontracting with small business, veteran-owned 
small business, service-disabled veteran-owned small business, HUBZone 
small business concerns, small disadvantaged business, and women-owned 
small business concerns. If the offeror is submitting an individual 
contract plan, the plan must separately address subcontracting with 
small business, veteran-owned small business, service-disabled veteran-
owned small business, HUBZone small business, small disadvantaged 
business, and

[[Page 128]]

women-owned small business concerns, with a separate part for the basic 
contract and separate parts for each option (if any). The plan shall be 
included in and made a part of the resultant contract. The 
subcontracting plan shall be negotiated within the time specified by the 
Contracting Officer. Failure to submit and negotiate the subcontracting 
plan shall make the offeror ineligible for award of a contract.
    (d) The offeror's subcontracting plan shall include the following:
    (1) Goals, expressed in terms of percentages of total planned 
subcontracting dollars, for the use of small business, veteran-owned 
small business, service-disabled veteran-owned small business, HUBZone 
small business, small disadvantaged business, and women-owned small 
business concerns as subcontractors. The offeror shall include all 
subcontracts that contribute to contract performance, and may include a 
proportionate share of products and services that are normally allocated 
as indirect costs. In accordance with 43 U.S.C. 1626:
    (i) Subcontracts awarded to an ANC or Indian tribe shall be counted 
towards the subcontracting goals for small business and small 
disadvantaged business (SDB) concerns, regardless of the size or Small 
Business Administration certification status of the ANC or Indian tribe.
    (ii) Where one or more subcontractors are in the subcontract tier 
between the prime contractor and the ANC or Indian tribe, the ANC or 
Indian tribe shall designate the appropriate contractor(s) to count the 
subcontract towards its small business and small disadvantaged business 
subcontracting goals.
    (A) In most cases, the appropriate Contractor is the Contractor that 
awarded the subcontract to the ANC or Indian tribe.
    (B) If the ANC or Indian tribe designates more than one Contractor 
to count the subcontract toward its goals, the ANC or Indian tribe shall 
designate only a portion of the total subcontract award to each 
Contractor. The sum of the amounts designated to various Contractors 
cannot exceed the total value of the subcontract.
    (C) The ANC or Indian tribe shall give a copy of the written 
designation to the Contracting Officer, the prime Contractor, and the 
subcontractors in between the prime Contractor and the ANC or Indian 
tribe within 30 days of the date of the subcontract award.
    (D) If the Contracting Officer does not receive a copy of the ANC's 
or the Indian tribe's written designation within 30 days of the 
subcontract award, the Contractor that awarded the subcontract to the 
ANC or Indian tribe will be considered the designated Contractor.
    (2) A statement of--
    (i) Total dollars planned to be subcontracted for an individual 
contract plan; or the offeror's total projected sales, expressed in 
dollars, and the total value of projected subcontracts to support the 
sales for a commercial plan;
    (ii) Total dollars planned to be subcontracted to small business 
concerns (including ANC and Indian tribes);
    (iii) Total dollars planned to be subcontracted to veteran-owned 
small business concerns;
    (iv) Total dollars planned to be subcontracted to service-disabled 
veteran-owned small business;
    (v) Total dollars planned to be subcontracted to HUBZone small 
business concerns;
    (vi) Total dollars planned to be subcontracted to small 
disadvantaged business concerns (including ANCs and Indian tribes); and
    (vii) Total dollars planned to be subcontracted to women-owned small 
business concerns.
    (3) A description of the principal types of supplies and services to 
be subcontracted, and an identification of the types planned for 
subcontracting to--
    (i) Small business concerns;
    (ii) Veteran-owned small business concerns;
    (iii) Service-disabled veteran-owned small business concerns;
    (iv) HUBZone small business concerns;
    (v) Small disadvantaged business concerns; and
    (vi) Women-owned small business concerns.
    (4) A description of the method used to develop the subcontracting 
goals in paragraph (d)(1) of this clause.
    (5) A description of the method used to identify potential sources 
for solicitation purposes (e.g., existing company source lists, the 
Central Contractor Registration database (CCR), veterans service 
organizations, the National Minority Purchasing Council Vendor 
Information Service, the Research and Information Division of the 
Minority Business Development Agency in the Department of Commerce, or 
small, HUBZone, small disadvantaged, and women-owned small business 
trade associations). A firm may rely on the information contained in CCR 
as an accurate representation of a concern's size and ownership 
characteristics for the purposes of maintaining a small, veteran-owned 
small, service-disabled veteran-owned small, HUBZone small, small 
disadvantaged, and women-owned small business source list. Use of CCR as 
its source list does not relieve a firm of its responsibilities (e.g., 
outreach, assistance, counseling, or publicizing subcontracting 
opportunities) in this clause.

[[Page 129]]

    (6) A statement as to whether or not the offeror in included 
indirect costs in establishing subcontracting goals, and a description 
of the method used to determine the proportionate share of indirect 
costs to be incurred with--
    (i) Small business concerns (including ANC and Indian tribes);
    (ii) Veteran-owned small business concerns;
    (iii) Service-disabled veteran-owned small business concerns;
    (iv) HUBZone small business concerns;
    (v) Small disadvantaged business concerns (including ANC and Indian 
tribes); and
    (vi) Women-owned small business concerns.
    (7) The name of the individual employed by the offeror who will 
administer the offeror's subcontracting program, and a description of 
the duties of the individual.
    (8) A description of the efforts the offeror will make to assure 
that small business, veteran-owned small business, service-disabled 
veteran-owned small business, HUBZone small business, small 
disadvantaged business, and women-owned small business concerns have an 
equitable opportunity to compete for subcontracts.
    (9) Assurances that the offeror will include the clause of this 
contract entitled ``Utilization of Small Business Concerns'' in all 
subcontracts that offer further subcontracting opportunities, and that 
the offeror will require all subcontractors (except small business 
concerns) that receive subcontracts in excess of $550,000 ($1,000,000 
for construction of any public facility) with further subcontracting 
possibilities to adopt a subcontracting plan that complies with the 
requirements of this clause.
    (10) Assurances that the offeror will--
    (i) Cooperate in any studies or surveys as may be required;
    (ii) Submit periodic reports so that the Government can determine 
the extent of compliance by the offeror with the subcontracting plan;
    (iii) Submit the Individual Subcontract Report (ISR) and/or the 
Summary Subcontract Report (SSR), in accordance with paragraph (l) of 
this clause using the Electronic Subcontracting Reporting System (eSRS) 
at http://www.esrs.gov. The reports shall provide information on 
subcontract awards to small business concerns, veteran-owned small 
business concerns, service-disabled veteran-owned small business 
concerns, HUBZone small business concerns, small disadvantaged business 
concerns, women-owned small business concerns, and Historically Black 
Colleges and Universities and Minority Institutions. Reporting shall be 
in accordance with this clause, or as provided in agency regulations;
    (iv) Ensure that its subcontractors with subcontracting plans agree 
to submit the ISR and/or the SSR using eSRS;
    (v) Provide its prime contract number, its DUNS number, and the e-
mail address of the Government or Contractor official responsible for 
acknowledging or rejecting the reports, to all first-tier subcontractors 
with subcontracting plans so they can enter this information into the 
eSRS when submitting their reports; and
    (vi) Require that each subcontractor with a subcontracting plan 
provide the prime contract number, its own DUNS number, and the e-mail 
address of the Government or Contractor official responsible for 
acknowledging or rejecting the reports, to its subcontractors with 
subcontracting plans.
    (11) A description of the types of records that will be maintained 
concerning procedures that have been adopted to comply with the 
requirements and goals in the plan, including establishing source lists; 
and a description of the offeror's efforts to locate small business, 
veteran-owned small business, service-disabled veteran-owned small 
business, HUBZone small business, small disadvantaged business, and 
women-owned small business concerns and award subcontracts to them. The 
records shall include at least the following (on a plant-wide or 
company-wide basis, unless otherwise indicated):
    (i) Source lists (e.g., CCR), guides, and other data that identify 
small business, veteran-owned small business, service-disabled veteran-
owned small business, HUBZone small business, small disadvantaged 
business, and women-owned small business concerns.
    (ii) Organizations contacted in an attempt to locate sources that 
are small business, veteran-owned small business, service-disabled 
veteran-owned small business, HUBZone small business, small 
disadvantaged business, or women-owned small business concerns.
    (iii) Records on each subcontract solicitation resulting in an award 
of more than $100,000, indicating--
    (A) Whether small business concerns were solicited and, if not, why 
not;
    (B) Whether veteran-owned small business concerns were solicited 
and, if not, why not;
    (C) Whether service-disabled veteran-owned small business concerns 
were solicited and, if not, why not;
    (D) Whether HUBZone small business concerns were solicited and, if 
not, why not;
    (E) Whether small disadvantaged business concerns were solicited 
and, if not, why not;
    (F) Whether women-owned small business concerns were solicited and, 
if not, why not; and
    (G) If applicable, the reason award was not made to a small business 
concern.
    (iv) Records of any outreach efforts to contact--
    (A) Trade associations;
    (B) Business development organizations;

[[Page 130]]

    (C) Conferences and trade fairs to locate small, HUBZone small, 
small disadvantaged, and women-owned small business sources; and
    (D) Veterans service organizations.
    (v) Records of internal guidance and encouragement provided to 
buyers through--
    (A) Workshops, seminars, training, etc.; and
    (B) Monitoring performance to evaluate compliance with the program's 
requirements.
    (vi) On a contract-by-contract basis, records to support award data 
submitted by the offeror to the Government, including the name, address, 
and business size of each subcontractor. Contractors having commercial 
plans need not comply with this requirement.
    (e) In order to effectively implement this plan to the extent 
consistent with efficient contract performance, the Contractor shall 
perform the following functions:
    (1) Assist small business, veteran-owned small business, service-
disabled veteran-owned small business, HUBZone small business, small 
disadvantaged business, and women-owned small business concerns by 
arranging solicitations, time for the preparation of bids, quantities, 
specifications, and delivery schedules so as to facilitate the 
participation by such concerns. Where the Contractor's lists of 
potential small business, veteran-owned small business, service-disabled 
veteran-owned small business, HUBZone small business, small 
disadvantaged business, and women-owned small business subcontractors 
are excessively long, reasonable effort shall be made to give all such 
small business concerns an opportunity to compete over a period of time.
    (2) Provide adequate and timely consideration of the potentialities 
of small business, veteran-owned small business, service-disabled 
veteran-owned small business, HUBZone small business, small 
disadvantaged business, and women-owned small business concerns in all 
``make-or-buy'' decisions.
    (3) Counsel and discuss subcontracting opportunities with 
representatives of small business, veteran-owned small business, 
service-disabled veteran-owned small business, HUBZone small business, 
small disadvantaged business, and women-owned small business firms.
    (4) Confirm that a subcontractor representing itself as a HUBZone 
small business concern is identified as a certified HUBZone small 
business concern by accessing the Central Contractor Registration (CCR) 
database or by contacting SBA.
    (5) Provide notice to subcontractors concerning penalties and 
remedies for misrepresentations of business status as small, veteran-
owned small business, HUBZone small, small disadvantaged, or women-owned 
small business for the purpose of obtaining a subcontract that is to be 
included as part or all of a goal contained in the Contractor's 
subcontracting plan.
    (f) A master plan on a plant or division-wide basis that contains 
all the elements required by paragraph (d) of this clause, except goals, 
may be incorporated by reference as a part of the subcontracting plan 
required of the offeror by this clause; provided--
    (1) The master plan has been approved,
    (2) The offeror ensures that the master plan is updated as necessary 
and provides copies of the approved master plan, including evidence of 
its approval, to the Contracting Officer, and
    (3) Goals and any deviations from the master plan deemed necessary 
by the Contracting Officer to satisfy the requirements of this contract 
are set forth in the individual subcontracting plan.
    (g) A commercial plan is the preferred type of subcontracting plan 
for contractors furnishing commercial items. The commercial plan shall 
relate to the offeror's planned subcontracting generally, for both 
commercial and Government business, rather than solely to the Government 
contract. Once the Contractor's commercial plan has been approved, the 
Government will not require another subcontracting plan from the same 
Contractor while the plan remains in effect, as long as the product or 
service being provided by the Contractor continues to meet the 
definition of a commercial item. A Contractor with a commercial plan 
shall comply with the reporting requirements stated in paragraph (d)(10) 
of this clause by submitting one SSR in eSRS for all contracts covered 
by its commercial plan. This report shall be acknowledged or rejected in 
eSRS by the Contracting Officer who approved the plan. This report shall 
be submitted within 30 days after the end of the Government's fiscal 
year.
    (h) Prior compliance of the offeror with other such subcontracting 
plans under previous contracts will be considered by the Contracting 
Officer in determining the responsibility of the offeror for award of 
the contract.
    (i) A contract may have no more than one plan. When a modification 
meets the criteria in 19.702 for a plan, or an option is exercised, the 
goals associated with the modification or option shall be added to those 
in the existing subcontract plan.
    (j) Subcontracting plans are not required from subcontractors when 
the prime contract contains the clause at 52.212-5, Contract Terms and 
Conditions Required to Implement Statutes or Executive Orders--
Commercial Items, or when the subcontractor provides a commercial item 
subject to the clause at 52.244-6, Subcontracts for Commercial Items, 
under a prime contract.

[[Page 131]]

    (k) The failure of the Contractor or subcontractor to comply in good 
faith with (1) the clause of this contract entitled ``Utilization Of 
Small Business Concerns,'' or (2) an approved plan required by this 
clause, shall be a material breach of the contract.
    (l) The Contractor shall submit ISRs and SSRs using the web-based 
eSRS at http://www.esrs.gov. Purchases from a corporation, company, or 
subdivision that is an affiliate of the prime Contractor or 
subcontractor are not included in these reports. Subcontract award data 
reported by prime Contractors and subcontractors shall be limited to 
awards made to their immediate next-tier subcontractors. Credit cannot 
be taken for awards made to lower tier subcontractors, unless the 
Contractor or subcontractor has been designated to receive a small 
business or small disadvantaged business credit from an ANC or Indian 
tribe.
    (1) ISR. This report is not required for commercial plans. The 
report is required for each contract containing an individual 
subcontract plan and shall be submitted to the Administrative 
Contracting Officer (ACO) or Contracting Officer, if no ACO is assigned.
    (i) The report shall be submitted semi-annually during contract 
performance for the periods ending March 31 and September 30. A report 
is also required for each contract within 30 days of contract 
completion. Reports are due 30 days after the close of each reporting 
period, unless otherwise directed by the Contracting Officer. Reports 
are required when due, regardless of whether there has been any 
subcontracting activity since the inception of the contract or the 
previous reporting period.
    (ii) When a subcontracting plan contains separate goals for the 
basic contract and each option, as prescribed by FAR 19.704(c), the 
dollar goal inserted on this report shall be the sum of the base period 
through the current option; for example, for a report submitted after 
the second option is exercised, the dollar goal would be the sum of the 
goals for the basic contract, the first option, and the second option.
    (iii) The authority to acknowledge receipt or reject the ISR 
resides--
    (A) In the case of the prime Contractor, with the Contracting 
Officer; and
    (B) In the case of a subcontract with a subcontracting plan, with 
the entity that awarded the subcontract.
    (2) SSR.
    (i) Reports submitted under individual contract plans--
    (A) This report encompasses all subcontracting under prime contracts 
and subcontracts with the awarding agency, regardless of the dollar 
value of the subcontracts.
    (B) The report may be submitted on a corporate, company or 
subdivision (e.g. plant or division operating as a separate profit 
center) basis, unless otherwise directed by the agency.
    (C) If a prime Contractor and/or subcontractor is performing work 
for more than one executive agency, a separate report shall be submitted 
to each executive agency covering only that agency's contracts, provided 
at least one of that agency's contracts is over $550,000 (over 
$1,000,000 for construction of a public facility) and contains a 
subcontracting plan. For DoD, a consolidated report shall be submitted 
for all contracts awarded by military departments/agencies and/or 
subcontracts awarded by DoD prime Contractors. However, for construction 
and related maintenance and repair, a separate report shall be submitted 
for each DoD component.
    (D) For DoD and NASA, the report shall be submitted semi-annually 
for the six months ending March 31 and the twelve months ending 
September 30. For civilian agencies, except NASA, it shall be submitted 
annually for the twelve month period ending September 30. Reports are 
due 30 days after the close of each reporting period.
    (E) Subcontract awards that are related to work for more than one 
executive agency shall be appropriately allocated.
    (F) The authority to acknowledge or reject SSRs in eSRS, including 
SSRs submitted by subcontractors with subcontracting plans, resides with 
the Government agency awarding the prime contracts.
    (ii) Reports submitted under a commercial plan--
    (A) The report shall include all subcontract awards under the 
commercial plan in effect during the Government's fiscal year.
    (B) The report shall be submitted annually, within thirty days after 
the end of the Government's fiscal year.
    (C) If a Contractor has a commercial plan and is performing work for 
more than one executive agency, the Contractor shall specify the 
percentage of dollars attributable to each agency from which contracts 
for commercial items were received.
    (D) The authority to acknowledge or reject SSRs for commercial plans 
resides with the Contracting Officer who approved the commercial plan.
    (iii) All reports submitted at the close of each fiscal year (both 
individual and commercial plans) shall include a Year-End Supplementary 
Report for Small Disadvantaged Businesses. The report shall include 
subcontract awards, in whole dollars, to small disadvantaged business 
concerns by North American Industry Classification System (NAICS) 
Industry Subsector. If the data are not available when the year-end SSR 
is submitted, the prime Contractor and/or subcontractor shall submit the 
Year-End Supplementary Report for Small Disadvantaged Businesses within 
90 days of submitting the

[[Page 132]]

year-end SSR. For a commercial plan, the Contractor may obtain from each 
of its subcontractors a predominant NAICS Industry Subsector and report 
all awards to that subcontractor under its predominant NAICS Industry 
Subsector.

                             (End of clause)

    Alternate I (OCT 2001). When contracting by sealed bidding rather 
than by negotiation, substitute the following paragraph (c) for 
paragraph (c) of the basic clause:

    (c) The apparent low bidder, upon request by the Contracting 
Officer, shall submit a subcontracting plan, where applicable, that 
separately addresses subcontracting with small business, veteran-owned 
small business, service-disabled veteran-owned small business, HUBZone 
small business, small disadvantaged business, and women-owned small 
business concerns. If the bidder is submitting an individual contract 
plan, the plan must separately address subcontracting with small 
business, veteran-owned small business, service-disabled veteran-owned 
small business, HUBZone small business, small disadvantaged business, 
and women-owned small business concerns, with a separate part for the 
basic contract and separate parts for each option (if any). The plan 
shall be included in and made a part of the resultant contract. The 
subcontracting plan shall be submitted within the time specified by the 
Contracting Officer. Failure to submit the subcontracting plan shall 
make the bidder ineligible for the award of a contract.

    Alternate II (OCT 2001). As prescribed in 19.708(b)(1), substitute 
the following paragraph (c) for paragraph (c) of the basic clause:

    (c) Proposals submitted in response to this solicitation shall 
include a subcontracting plan that separately addresses subcontracting 
with small business, veteran-owned small business, service-disabled 
veteran-owned small business, HUBZone small business, small 
disadvantaged business, and women-owned small business concerns. If the 
offeror is submitting an individual contract plan, the plan must 
separately address subcontracting with small business, veteran-owned 
small business, service-disabled veteran-owned small business, HUBZone 
small business, small disadvantaged business, and women-owned small 
business concerns, with a separate part for the basic contract and 
separate parts for each option (if any). The plan shall be included in 
and made a part of the resultant contract. The subcontracting plan shall 
be negotiated within the time specified by the Contracting Officer. 
Failure to submit and negotiate a subcontracting plan shall make the 
offeror ineligible for award of a contract.

[48 FR 42478, Sept. 19, 1983]

    Editorial Note: For Federal Register citations affecting Sec. 
52.219-9, see the List of CFR Sections Affected, which appears in the 
Finding Aids section of the printed volume and on GPO Access.



52.219-10  Incentive Subcontracting Program.

    As prescribed in 19.708(c)(1), insert the following clause:

               Incentive Subcontracting Program (OCT 2001)

    (a) Of the total dollars it plans to spend under subcontracts, the 
Contractor has committed itself in its subcontracting plan to try to 
award certain percentages to small business, veteran-owned small 
business, service-disabled veteran-owned small business, HUBZone small 
business, small disadvantaged business, and women-owned small business 
concerns, respectively.
    (b) If the Contractor exceeds its subcontracting goals for small 
business, veteran-owned small business, service-disabled veteran-owned 
small business, HUBZone small business, and women-owned small business 
concerns in performing this contract, it will receive -- [Contracting 
Officer to insert the appropriate number between 0 and 10] percent of 
the dollars in excess of each goal in the plan, unless the Contracting 
Officer determines that the excess was not due to the Contractor's 
efforts (e.g., a subcontractor cost overrun caused the actual 
subcontract amount to exceed that estimated in the subcontracting plan, 
or the award of subcontracts that had been planned but had not been 
disclosed in the subcontracting plan during contract negotiations). 
Determinations under this paragraph are unilateral decisions made solely 
at the discretion of the Government.
    (c) If this is a cost-plus-fixed-fee contract, the sum of the fixed 
fee and the incentive fee earned under this contract may not exceed the 
limitations in 15.404-4 of the Federal Acquisition Regulation.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48266, 48267, Sept. 
18, 1995; 62 FR 51271, Sept. 30, 1997; 63 FR 36125, July 1, 1998; 63 FR 
70277, Dec. 18, 1998; 64 FR 72449, Dec. 27, 1999; 65 FR 60548, Oct. 11, 
2000; 66 FR 53493, Oct. 22, 2001]



52.219-11  Special 8(a) Contract Conditions.

    As prescribed in 19.811-3(a), insert the following clause:

[[Page 133]]

               Special 8(a) Contract Conditions (FEB 1990)

    The Small Business Administration (SBA) agrees to the following:
    (a) To furnish the supplies or services set forth in this contract 
according to the specifications and the terms and conditions hereof by 
subcontracting with an eligible concern pursuant to the provisions of 
section 8(a) of the Small Business Act, as amended (15 U.S.C. 637(a)).
    (b) That in the event SBA does not award a subcontract for all or a 
part of the work hereunder, this contract may be terminated either in 
whole or in part without cost to either party.
    (c) Except for novation agreements and advance payments, delegates 
to the ---- [insert name of contracting agency] the responsibility for 
administering the subcontract to be awarded hereunder with complete 
authority to take any action on behalf of the Government under the terms 
and conditions of the subcontract; provided, however, that the ---- 
[insert name of contracting agency] shall give advance notice to the SBA 
before it issues a final notice terminating the right of a subcontractor 
to proceed with further performance, either in whole or in part, under 
the subcontract for default or for the convenience of the Government.
    (d) That payments to be made under any subcontract awarded under 
this contract will be made directly to the subcontractor by the ---- 
[insert name of contracting agency].
    (e) That the subcontractor awarded a subcontract hereunder shall 
have the right of appeal from decisions of the Contracting Officer 
cognizable under the Disputes clause of said subcontract.
    (f) To notify the [insert name of contracting agency] Contracting 
Officer immediately upon notification by the subcontractor that the 
owner or owners upon whom 8(a) eligibility was based plan to relinquish 
ownership or control of the concern.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 46009, Oct. 31, 1989; 
55 FR 3888, Feb. 5, 1990; 61 FR 67422, Dec. 20, 1996]



52.219-12  Special 8(a) Subcontract Conditions.

    As prescribed in 19.811-3(b), insert the following clause:

             Special 8(a) Subcontract Conditions (FEB 1990)

    (a) The Small Business Administration (SBA) has entered into 
Contract No. ---- [insert number of contract] with the ---- [insert name 
of contracting agency] to furnish the supplies or services as described 
therein. A copy of the contract is attached hereto and made a part 
hereof.
    (b) The ---- [insert name of subcontractor], hereafter referred to 
as the subcontractor, agrees and acknowledges as follows:
    (1) That it will, for and on behalf of the SBA, fulfill and perform 
all of the requirements of Contract No. ---- [insert number of contract] 
for the consideration stated therein and that it has read and is 
familiar with each and every part of the contract.
    (2) That the SBA has delegated responsibility, except for novation 
agreements and advance payments, for the administration of this 
subcontract to the ---- [insert name of contracting agency] with 
complete authority to take any action on behalf of the Government under 
the terms and conditions of this contract.
    (3) That it will not subcontract the performance of any of the 
requirements of this subcontract to any lower tier subcontractor without 
the prior written approval of the SBA and the designated Contracting 
Officer of the ---- [insert name of contracting agency].
    (4) That is will notify the [insert name of contracting agency] 
Contracting Officer in writing immediately upon entering an agreement 
(either oral or written) to transfer all or part of its stock or other 
ownership interest to any other party.
    (c) Payments, including any progress payments under this 
subcontract, will be made directly to the subcontractor by the ---- 
[insert name of contracting agency].

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 34757, Aug. 21, 1989; 
54 FR 46009, Oct. 31, 1989; 55 FR 3889, Feb. 5, 1990; 55 FR 38518, Sept. 
18, 1990; 61 FR 67422, Dec. 20, 1996]



52.219-13  [Reserved]



52.219-14  Limitations on Subcontracting.

    As prescribed in 19.508(e) or 19.811-3(e), insert the following 
clause:

                Limitations on Subcontracting (DEC 1996)

    (a) This clause does not apply to the unrestricted portion of a 
partial set-aside.
    (b) By submission of an offer and execution of a contract, the 
Offeror/Contractor agrees that in performance of the contract in the 
case of a contract for--
    (1) Services (except construction). At least 50 percent of the cost 
of contract performance incurred for personnel shall be expended for 
employees of the concern.
    (2) Supplies (other than procurement from a nonmanufacturer of such 
supplies). The concern shall perform work for at least 50 percent of the 
cost of manufacturing the supplies, not including the cost of materials.

[[Page 134]]

    (3) General construction. The concern will perform at least 15 
percent of the cost of the contract, not including the cost of 
materials, with its own employees.
    (4) Construction by special trade contractors. The concern will 
perform at least 25 percent of the cost of the contract, not including 
the cost of materials, with its own employees.

                             (End of clause)

[52 FR 38190, Oct. 14, 1988, as amended at 55 FR 52798, Dec. 21, 1990; 
61 FR 67411, Dec. 20, 1996; 64 FR 32749, June 17, 1999]



52.219-15  [Reserved]



52.219-16  Liquidated Damages--Subcontracting Plan.

    As prescribed in 19.708(b)(2), insert the following clause:

           Liquidated Damages--Subcontracting Plan (JAN 1999)

    (a) Failure to make a good faith effort to comply with the 
subcontracting plan, as used in this clause, means a willful or 
intentional failure to perform in accordance with the requirements of 
the subcontracting plan approved under the clause in this contract 
entitled ``Small Business Subcontracting Plan,'' or willful or 
intentional action to frustrate the plan.
    (b) Performance shall be measured by applying the percentage goals 
to the total actual subcontracting dollars or, if a commercial plan is 
involved, to the pro rata share of actual subcontracting dollars 
attributable to Government contracts covered by the commercial plan. If, 
at contract completion or, in the case of a commercial plan, at the 
close of the fiscal year for which the plan is applicable, the 
Contractor has failed to meet its subcontracting goals and the 
Contracting Officer decides in accordance with paragraph (c) of this 
clause that the Contractor failed to make a good faith effort to comply 
with its subcontracting plan, established in accordance with the clause 
in this contract entitled ``Small Business Subcontracting Plan,'' the 
Contractor shall pay the Government liquidated damages in an amount 
stated. The amount of probable damages attributable to the Contractor's 
failure to comply shall be an amount equal to the actual dollar amount 
by which the Contractor failed to achieve each subcontract goal.
    (c) Before the Contracting Officer makes a final decision that the 
Contractor has failed to make such good faith effort, the Contracting 
Officer shall give the Contractor written notice specifying the failure 
and permitting the Contractor to demonstrate what good faith efforts 
have been made and to discuss the matter. Failure to respond to the 
notice may be taken as an admission that no valid explanation exists. 
If, after consideration of all the pertinent data, the Contracting 
Officer finds that the Contractor failed to make a good faith effort to 
comply with the subcontracting plan, the Contracting Officer shall issue 
a final decision to that effect and require that the Contractor pay the 
Government liquidated damages as provided in paragraph (b) of this 
clause.
    (d) With respect to commercial plans, the Contracting Officer who 
approved the plan will perform the functions of the Contracting Officer 
under this clause on behalf of all agencies with contracts covered by 
the commercial plan.
    (e) The Contractor shall have the right of appeal, under the clause 
in this contract entitled Disputes, from any final decision of the 
Contracting Officer.
    (f) Liquidated damages shall be in addition to any other remedies 
that the Government may have.

                             (End of clause)

[54 FR 30710, July 21, 1989, as amended at 60 FR 48267, Sept. 18, 1995; 
63 FR 34068, June 22, 1998; 63 FR 70277, Dec. 18, 1998]



52.219-17  Section 8(a) Award.

    As prescribed in 19.811-3(c), insert the following clause:

                      Section 8(a) Award (DEC 1996)

    (a) By execution of a contract, the Small Business Administration 
(SBA) agrees to the following:
    (1) To furnish the supplies or services set forth in the contract 
according to the specifications and the terms and conditions by 
subcontracting with the Offeror who has been determined an eligible 
concern pursuant to the provisions of section 8(a) of the Small Business 
Act, as amended (15 U.S.C. 637(a)).
    (2) Except for novation agreements and advance payments, delegates 
to the ---- (insert name of contracting activity) the responsibility for 
administering the contract with complete authority to take any action on 
behalf of the Government under the terms and conditions of the contract; 
provided, however that the contracting agency shall give advance notice 
to the SBA before it issues a final notice terminating the right of the 
subcontractor to proceed with further performance, either in whole or in 
part, under the contract.
    (3) That payments to be made under the contract will be made 
directly to the subcontractor by the contracting activity.
    (4) To notify the [insert name of contracting agency] Contracting 
Officer immediately upon notification by the subcontractor that

[[Page 135]]

the owner or owners upon whom 8(a) eligibility was based plan to 
relinquish ownership or control of the concern.
    (5) That the subcontractor awarded a subcontract hereunder shall 
have the right of appeal from decisions of the cognizant Contracting 
Officer under the ``Disputes'' clause of the subcontract.
    (b) The offeror/subcontractor agrees and acknowledges that it will, 
for and on behalf of the SBA, fulfill and perform all of the 
requirements of the contract.
    (c) The offeror/subcontractor agrees that it will not subcontract 
the performance of any of the requirements of this subcontract to any 
lower tier subcontractor without the prior written approval of the SBA 
and the cognizant Contracting Officer of the ------ [insert name of 
contracting agency].

                             (End of clause)

[54 FR 46009, Oct. 31, 1989, as amended at 55 FR 3889, Feb. 5, 1990; 61 
FR 67422, Dec. 20, 1996]



52.219-18  Notification of Competition Limited to Eligible 8(a) Concerns.

    As prescribed in 19.811-3(d), insert the following clause:

Notification of Competition Limited to Eligible 8(a) Concerns (JUN 2003)

    (a) Offers are solicited only from small business concerns expressly 
certified by the Small Business Administration (SBA) for participation 
in the SBA's 8(a) Program and which meet the following criteria at the 
time of submission of offer--
    (1) The Offeror is in conformance with the 8(a) support limitation 
set forth in its approved business plan; and
    (2) The Offeror is in conformance with the Business Activity Targets 
set forth in its approved business plan or any remedial action directed 
by the SBA.
    (b) By submission of its offer, the Offeror represents that it meets 
all of the criteria set forth in paragraph (a) of this clause.
    (c) Any award resulting from this solicitation will be made to the 
Small Business Administration, which will subcontract performance to the 
successful 8(a) offeror selected through the evaluation criteria set 
forth in this solicitation.
    (d)(1) Agreement. A small business concern submitting an offer in 
its own name shall furnish, in performing the contract, only end items 
manufactured or produced by small business concerns in the United States 
or its outlying areas. If this procurement is processed under simplified 
acquisition procedures and the total amount of this contract does not 
exceed $25,000, a small business concern may furnish the product of any 
domestic firm. This paragraph does not apply to construction or service 
contracts.
    (2) The [insert name of SBA's contractor] will notify the [insert 
name of contracting agency] Contracting Officer in writing immediately 
upon entering an agreement (either oral or written) to transfer all or 
part of its stock or other ownership interest to any other party.

                             (End of clause)

    Alternate I (APR 2005). If the competition is to be limited to 8(a) 
concerns within one or more specific SBA regions or districts, add the 
following paragraph (a)(3) to paragraph (a) of the clause:

    (3) The offeror's approved business plan is on the file and serviced 
by ----------* ---------- (*Contracting Officer completes by inserting 
the appropriate SBA District and/or Regional Office(s) as identified by 
the SBA).

    Alternate II (DEC 1996). When the acquisition is for a product in a 
class for which the Small Business Administration has determined that 
there are no small business manufacturers or processors in the Federal 
market in accordance with 19.502-2(c), delete subparagraph (d)(1).

[54 FR 46009, Oct. 31, 1989; 54 FR 48105, Nov. 21, 1989, as amended at 
55 FR 3889, Feb. 5, 1990; 55 FR 25532, June 21, 1990; 55 FR 38518, Sept. 
18, 1990; 60 FR 48267, Sept. 18, 1995; 61 FR 39209, July 26, 1996; 61 FR 
67422, Dec. 20, 1996; 62 FR 238, Jan. 2, 1997; 62 FR 12720, Mar. 17, 
1997; 64 FR 32745, June 17, 1999; 64 FR 51850, Sept. 24, 1999; 68 FR 
28085, May 22, 2003; 70 FR 18959, Apr. 11, 2005]



52.219-19  Small Business Concern Representation for the Small Business 

Competitiveness Demonstration Program.

    As prescribed in 19.1008(a), insert the following provision:

      Small Business Concern Representation for the Small Business 
            Competitiveness Demonstration Program (OCT 2000)

    (a) Definition.
    Emerging small business as used in this solicitation, means a small 
business concern whose size is no greater than 50 percent of the 
numerical size standard applicable to the North American Industry 
Classification System (NAICS) code assigned to a contracting 
opportunity.
    (b) [Complete only if the Offeror has represented itself under the 
provision at 52.219-1 as a small business concern under the size 
standards of this solicitation.]

[[Page 136]]

    The Offeror [squ] is, [squ] is not an emerging small business.
    (c) (Complete only if the Offeror is a small business or an emerging 
small business, indicating its size range.)
    Offeror's number of employees for the past 12 months (check this 
column if size standard stated in solicitation is expressed in terms of 
number of employees) or Offeror's average annual gross revenue for the 
last 3 fiscal years (check this column if size standard stated in 
solicitation is expressed in terms of annual receipts). (Check one of 
the following.)

 
           No. of employees                Avg. annual gross revenues
 
--50 or fewer                           --$1 million or less
--51-100                                --$1,000,001-$2 million
--101-250                               --$2,000,001-$3.5 million
--251-500                               --$3,500,001-$5 million
--501-750                               --$5,000,001-$10 million
--751-1,000                             --$10,000,001-$17 million
-- Over 1,000                           -- Over $17 million
 

                           (End of provision)

[55 FR 52798, Dec. 21, 1990, as amended at 56 FR 29138, June 25, 1991; 
62 FR 238, Jan. 2, 1997; 65 FR 46058, July 26, 2000; 67 FR 13068, Mar. 
20, 2002]



52.219-20  Notice of Emerging Small Business Set-Aside.

    As prescribed in 19.1008(b), insert the following provision:

         Notice of Emerging Small Business Set-Aside (JAN 1991)

    Offers or quotations under this acquisition are solicited from 
emerging small business concerns only. Offers that are not from an 
emerging small business shall not be considered and shall be rejected.

                           (End of provision)

[55 FR 52799, Dec. 21, 1990, as amended at 67 FR 13068, Mar. 20, 2002]



52.219-21  Small Business Size Representation for Targeted Industry Categories 

Under the Small Business Competitiveness Demonstration Program.

    As prescribed in 19.1008(c), insert the following provision:

  Small Business Size Representation for Targeted Industry Categories 
  Under the Small Business Competitiveness Demonstration Program (MAY 
                                  1999)

    (Complete only if the Offeror has represented itself under the 
provision at 52.219-1 as a small business concern under the size 
standards of this solicitation.)
    Offeror's number of employees for the past 12 months (check this 
column if size standard stated in solicitation is expressed in terms of 
number of employees) or Offeror's average annual gross revenue for the 
last 3 fiscal years (check this column if size standard stated in 
solicitation is expressed in terms of annual receipts). (Check one of 
the following.)

 
           No. of employees                Avg. annual gross revenues
 
--50 or fewer                           --$1 million or less
--51-100                                --$1,000,001-$2 million
--101-250                               --$2,000,001-$3.5 million
--251-500                               --$3,500,001-$5 million
--501-750                               --$5,000,001-$10 million
--751-1,000                             --$10,000,001-$17 million
-- Over 1,000                           -- Over $17 million
 

                           (End of provision)

[55 FR 52799, Dec. 21, 1990, as amended at 56 FR 29138, June 25, 1991; 
62 FR 238, Jan. 2, 1997; 64 FR 10533, Mar. 4, 1999; 67 FR 6121, Feb. 8, 
2002]



52.219-22  Small Disadvantaged Business Status.

    As prescribed in 19.308(b), insert the following provision:

             Small Disadvantaged Business Status (OCT 1999)

    (a) General. This provision is used to assess an offeror's small 
disadvantaged business status for the purpose of obtaining a benefit on 
this solicitation. Status as a small business and status as a small 
disadvantaged business for general statistical purposes is covered by 
the provision at FAR 52.219-1, Small Business Program Representation.
    (b) Representations.
    (1) General. The offeror represents, as part of its offer, that it 
is a small business under the size standard applicable to this 
acquisition; and either--
    [squ] (i) It has received certification by the Small Business 
Administration as a small disadvantaged business concern consistent with 
13 CFR 124, Subpart B; and
    (A) No material change in disadvantaged ownership and control has 
occurred since its certification;
    (B) Where the concern is owned by one or more disadvantaged 
individuals, the net worth of each individual upon whom the 
certification is based does not exceed $750,000 after taking into 
account the applicable exclusions set forth at 13 CFR 124.104(c)(2); and
    (C) It is identified, on the date of its representation, as a 
certified small disadvantaged business concern in the database 
maintained by the Small Business Administration (PRO-Net); or
    [squ] (ii) It has submitted a completed application to the Small 
Business Administration

[[Page 137]]

or a Private Certifier to be certified as a small disadvantaged business 
concern in accordance with 13 CFR 124, Subpart B, and a decision on that 
application is pending, and that no material change in disadvantaged 
ownership and control has occurred since its application was submitted.
    (2)[squ]For Joint Ventures. The offeror represents, as part of its 
offer, that it is a joint venture that complies with the requirements at 
13 CFR 124.1002(f) and that the representation in paragraph (b)(1) of 
this provision is accurate for the small disadvantaged business concern 
that is participating in the joint venture. [The offeror shall enter the 
name of the small disadvantaged business concern that is participating 
in the joint venture: ------------.]
    (c) Penalties and Remedies. Anyone who misrepresents any aspects of 
the disadvantaged status of a concern for the purposes of securing a 
contract or subcontract shall:
    (1) Be punished by imposition of a fine, imprisonment, or both;
    (2) Be subject to administrative remedies, including suspension and 
debarment; and
    (3) Be ineligible for participation in programs conducted under the 
authority of the Small Business Act.

                           (End of provision)

    Alternate I (OCT 1998). As prescribed in 19.307(b), add the 
following paragraph (b)(3) to the basic provision:

    (3) Address. The offeror represents that its address --is, --is not 
in a region for which a small disadvantaged business procurement 
mechanism is authorized and its address has not changed since its 
certification as a small disadvantaged business concern or submission of 
its application for certification. The list of authorized small 
disadvantaged business procurement mechanisms and regions is posted at 
http://www.arnet.gov/References/sdbadjustments.htm. The offeror shall 
use the list in effect on the date of this solicitation. ``Address,'' as 
used in this provision, means the address of the offeror as listed on 
the Small Business Administrations register of small disadvantaged 
business concerns or the address on the completed application that the 
concern has submitted to the Small Business Administration or a Private 
Certifier in accordance with 13 CFR part 124, subpart B. For joint 
ventures, ``address'' refers to the address of the small disadvantaged 
business concern that is participating in the joint venture.

[63 FR 35725, June 30, 1998, as amended at 63 FR 52427, Sept. 30, 1998; 
63 FR 70277, Dec. 18, 1998; 64 FR 32749, June 17, 1999; 64 FR 36224, 
July 2, 1999; 69 FR 25279, May 5, 2004]



52.219-23  Notice of Price Evaluation Adjustment for Small Disadvantaged 

Business Concerns.

    As prescribed in 19.1104, insert the following clause:

 Notice of Price Evaluation Adjustment for Small Disadvantaged Business 
                           Concerns (OCT 2008)

    (a) Definitions. As used in this clause--
    Small disadvantaged business concern means an offeror that 
represents, as part of its offer, that it is a small business under the 
size standard applicable to this acquisition; and either--
    (1) It has received certification by the Small Business 
Administration as a small disadvantaged business concern consistent with 
13 CFR 124, subpart B; and
    (i) No material change in disadvantaged ownership and control has 
occurred since its certification;
    (ii) Where the concern is owned by one or more disadvantaged 
individuals, the net worth of each individual upon whom the 
certification is based does not exceed $750,000 after taking into 
account the applicable exclusions set forth at 13 CFR 124.104(c)(2); and
    (iii) It is identified, on the date of its representation, as a 
certified small disadvantaged business concern in the database 
maintained by the Small Business Administration (PRO-Net).
    (2) It has submitted a completed application to the Small Business 
Administration or a Private Certifier to be certified as a small 
disadvantaged business concern in accordance with 13 CFR 124, subpart B, 
and a decision on that application is pending, and that no material 
change in disadvantaged ownership and control has occurred since its 
application was submitted. In this case, in order to receive the benefit 
of a price evaluation adjustment, an offeror must receive certification 
as a small disadvantaged business concern by the Small Business 
Administration prior to contract award; or
    (3) Is a joint venture as defined in 13 CFR 124.1002(f).
    Historically black college or university means an institution 
determined by the Secretary of Education to meet the requirements of 34 
CFR 608.2. For the Department of Defense (DoD), the National Aeronautics 
and Space Administration (NASA), and the Coast Guard, the term also 
includes any nonprofit research institution that was an integral part of 
such a college or university before November 14, 1986.
    Minority institution means an institution of higher education 
meeting the requirements of Section 365(3) of the Higher Education Act 
of 1965 (20 U.S.C. 1067k), including a Hispanic-serving institution of 
higher education, as defined in Section 502(a) of the Act (20 U.S.C. 
1101a).

[[Page 138]]

    (b) Evaluation adjustment. (1) The Contracting Officer will evaluate 
offers by adding a factor of ------------------------ [Contracting 
Officer insert the percentage] percent to the price of all offers, 
except--
    (i) Offers from small disadvantaged business concerns that have not 
waived the adjustment; and
    (ii) An otherwise successful offer from a historically black college 
or university or minority institution.
    (2) The Contracting Officer will apply the factor to a line item or 
a group of line items on which award may be made. The Contracting 
Officer will apply other evaluation factors described in the 
solicitation before application of the factor. The factor may not be 
applied if using the adjustment would cause the contract award to be 
made at a price that exceeds the fair market price by more than the 
factor in paragraph (b)(1) of this clause.
    (c) Waiver of evaluation adjustment. A small disadvantaged business 
concern may elect to waive the adjustment, in which case the factor will 
be added to its offer for evaluation purposes. The agreements in 
paragraph (d) of this clause do not apply to offers that waive the 
adjustment.
    -- Offeror elects to waive the adjustment.
    (d) Agreements. (1) A small disadvantaged business concern, that did 
not waive the adjustment, agrees that in performance of the contract, in 
the case of a contract for--
    (i) Services, except construction, at least 50 percent of the cost 
of personnel for contract performance will be spent for employees of the 
concern;
    (ii) Supplies (other than procurement from a nonmanufacturer of such 
supplies), at least 50 percent of the cost of manufacturing, excluding 
the cost of materials, will be performed by the concern;
    (iii) General construction, at least 15 percent of the cost of the 
contract, excluding the cost of materials, will be performed by 
employees of the concern; or
    (iv) Construction by special trade contractors, at least 25 percent 
of the cost of the contract, excluding the cost of materials, will be 
performed by employees of the concern.
    (2) A small disadvantaged business concern submitting an offer in 
its own name shall furnish in performing this contract only end items 
manufactured or produced by small disadvantaged business concerns in the 
United States or its outlying areas. This paragraph does not apply to 
construction or service contracts.

                             (End of clause)

    Alternate I (JUN 2003). As prescribed in 19.1104, substitute the 
following paragraph (d)(2) for paragraph (d)(2) of the basic clause:

    (2) A small disadvantaged business concern submitting an offer in 
its own name shall furnish in performing this contract only end items 
manufactured or produced by small business concerns in the United States 
or its outlying areas. This paragraph does not apply to construction or 
service contracts.

    Alternate II (OCT 1998). As prescribed in 19.1104, substitute the 
following paragraph (b)(1)(i) for paragraph (b)(1)(i) of the basic 
clause:

    (i) Offers from small disadvantaged business concerns, that have not 
waived the adjustment, whose address is in a region for which an 
evaluation adjustment is authorized;

[63 FR 35725, June 30, 1998, as amended at 63 FR 52427, Sept. 30, 1998; 
64 FR 36224, July 2, 1999; 65 FR 16286, Mar. 27, 2000; 66 FR 2135, Jan. 
10, 2001; 68 FR 28085, May 22, 2003; 70 FR 33661, June 8, 2005; 70 FR 
57463, Sept. 30, 2005; 73 FR 53993, Sept. 17, 2008]



52.219-24  Small Disadvantaged Business Participation Program--Targets.

    As prescribed in 19.1204(a), insert a provision substantially the 
same as the following:

 Small Disadvantaged Business Participation Program--Targets (OCT 2000)

    (a) This solicitation contains a source selection factor or 
subfactor related to the participation of small disadvantaged business 
(SDB) concerns in the contract. Credit under that evaluation factor or 
subfactor is not available to an SDB concern that qualifies for a price 
evaluation adjustment under the clause at FAR 52.219-23, Notice of Price 
Evaluation Adjustment for Small Disadvantaged Business Concerns, unless 
the SDB concern specifically waives the price evaluation adjustment.
    (b) In order to receive credit under the source selection factor or 
subfactor, the offeror must provide, with its offer, targets, expressed 
as dollars and percentages of total contract value, for SDB 
participation in any of the North American Industry Classification 
System (NAICS) Industry Subsectors as determined by the Department of 
Commerce. The targets may provide for participation by a prime 
contractor, joint venture partner, teaming arrangement member, or 
subcontractor; however, the targets for subcontractors must be listed 
separately.

                           (End of provision)

[63 FR 36125, July 1, 1998, as amended at 65 FR 46058, July 26, 2000]

[[Page 139]]



52.219-25  Small Disadvantaged Business Participation Program--Disadvantaged 

Status and Reporting.

    As prescribed in 19.1204(b), insert the following clause:

Small Disadvantaged Business Participation Program--Disadvantaged Status 
                        and Reporting (APR 2008)

    (a) Disadvantaged status for joint venture partners, team members, 
and subcontractors. This clause addresses disadvantaged status for joint 
venture partners, teaming arrangement members, and subcontractors and is 
applicable if this contract contains small disadvantaged business (SDB) 
participation targets. The Contractor shall obtain representations of 
small disadvantaged status from joint venture partners, teaming 
arrangement members, and subcontractors through use of a provision 
substantially the same as paragraph (b)(1)(i) of the provision at FAR 
52.219-22, Small Disadvantaged Business Status. The Contractor shall 
confirm that a joint venture partner, team member, or subcontractor 
representing itself as a small disadvantaged business concern is a small 
disadvantaged business concern certified by the Small Business 
Administration by using the Central Contractor Registration database or 
by contacting the SBA's Office of Small Disadvantaged Business 
Certification and Eligibility.
    (b) Reporting requirement. If this contract contains SDB 
participation targets, the Contractor shall report on the participation 
of SDB concerns at contract completion, or as otherwise provided in this 
contract. Reporting may be on Optional Form 312, Small Disadvantaged 
Business Participation Report, in the Contractor's own format providing 
the same information, or accomplished through using the Electronic 
Subcontracting Reporting System's Small Disadvantaged Business 
Participation Report. This report is required for each contract 
containing SDB participation targets. If this contract contains an 
individual Small Business Subcontracting Plan, reports shall be 
submitted with the final Individual Subcontract Report at the completion 
of the contract.

                             (End of clause)

[63 FR 36125, July 1, 1998, as amended at 63 FR 71723, Dec. 29, 1998; 64 
FR 36225, July 2, 1999; 73 FR 21783, Apr. 22, 2008]



52.219-26  Small Disadvantaged Business Participation Program--Incentive 

Subcontracting.

    As prescribed in 19.1204(c), insert a clause substantially the same 
as the following:

     Small Disadvantaged Business Participation Program--Incentive 
                        Subcontracting (OCT 2000)

    (a) Of the total dollars it plans to spend under subcontracts, the 
Contractor has committed itself in its offer to try to award a certain 
amount to small disadvantaged business concerns in the North American 
Industry Classification System (NAICS) Industry Subsectors as determined 
by the Department of Commerce.
    (b) If the Contractor exceeds its total monetary target for 
subcontracting to small disadvantaged business concerns in the 
authorized NAICS Industry Subsectors, it will receive -- [Contracting 
Officer to insert the appropriate number between 0 and 10] percent of 
the dollars in excess of the monetary target, unless the Contracting 
Officer determines that the excess was not due to the Contractor's 
efforts (e.g., a subcontractor cost overrun caused the actual 
subcontract amount to exceed that estimated in the offer, or the excess 
was caused by the award of subcontracts that had been planned but had 
not been disclosed in the offer during contract negotiations). 
Determinations under this paragraph are unilateral decisions made solely 
at the discretion of the Government.
    (c) If this is a cost-plus-fixed-fee contract, the sum of the fixed 
fee and the incentive fee earned under this contract may not exceed the 
limitations in subsection 15.404-4 of the Federal Acquisition 
Regulation.

                             (End of clause)

[63 FR 36125, July 1, 1998, as amended at 64 FR 72449, Dec. 27, 1999; 65 
FR 46058, July 26, 2000]



52.219-27  Notice of Total Service-Disabled Veteran-Owned Small Business Set-

Aside.

    As prescribed in 19.1407, insert the following clause:

Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside 
                               (MAY 2004)

    (a) Definition. Service-disabled veteran-owned small business 
concern--
    (1) Means a small business concern--
    (i) Not less than 51 percent of which is owned by one or more 
service-disabled veterans or, in the case of any publicly owned 
business, not less than 51 percent of the stock of which is owned by one 
or more service-disabled veterans; and
    (ii) The management and daily business operations of which are 
controlled by one or more service-disabled veterans or, in the case of a 
service-disabled veteran with permanent and severe disability, the 
spouse or permanent caregiver of such veteran.

[[Page 140]]

    (2) Service-disabled veteran means a veteran, as defined in 38 
U.S.C. 101(2), with a disability that is service-connected, as defined 
in 38 U.S.C. 101(16).
    (b) General. (1) Offers are solicited only from service-disabled 
veteran-owned small business concerns. Offers received from concerns 
that are not service-disabled veteran-owned small business concerns 
shall not be considered.
    (2) Any award resulting from this solicitation will be made to a 
service-disabled veteran-owned small business concern.
    (c) Agreement. A service-disabled veteran-owned small business 
concern agrees that in the performance of the contract, in the case of a 
contract for--
    (1) Services (except construction), at least 50 percent of the cost 
of personnel for contract performance will be spent for employees of the 
concern or employees of other service-disabled veteran-owned small 
business concerns;
    (2) Supplies (other than acquisition from a nonmanufacturer of the 
supplies), at least 50 percent of the cost of manufacturing, excluding 
the cost of materials, will be performed by the concern or other 
service-disabled veteran-owned small business concerns;
    (3) General construction, at least 15 percent of the cost of the 
contract performance incurred for personnel will be spent on the 
concern's employees or the employees of other service-disabled veteran-
owned small business concerns; or
    (4) Construction by special trade contractors, at least 25 percent 
of the cost of the contract performance incurred for personnel will be 
spent on the concern's employees or the employees of other service-
disabled veteran-owned small business concerns.
    (d) A joint venture may be considered a service-disabled veteran 
owned small business concern if--
    (1) At least one member of the joint venture is a service-disabled 
veteran-owned small business concern, and makes the following 
representations: That it is a service-disabled veteran-owned small 
business concern, and that it is a small business concern under the 
North American Industry Classification Systems (NAICS) code assigned to 
the procurement;
    (2) Each other concern is small under the size standard 
corresponding to the NAICS code assigned to the procurement; and
    (3) The joint venture meets the requirements of paragraph 7 of the 
explanation of Affiliates in 19.101 of the Federal Acquisition 
Regulation.
    (4) The joint venture meets the requirements of 13 CFR 125.15(b)
    (e) Any service-disabled veteran-owned small business concern 
(nonmanufacturer) must meet the requirements in 19.102(f) of the Federal 
Acquisition Regulation to receive a benefit under this program.

                             (End of clause)

[69 FR 25279, May 5, 2004]



52.219-28  Post-Award Small Business Program Rerepresentation.

    As prescribed in 19.308(d), insert the following clause:

      Post-Award Small Business Program Rerepresentation (APR 2009)

    (a) Definitions. As used in this clause--
    Long-term contract means a contract of more than five years in 
duration, including options. However, the term does not include 
contracts that exceed five years in duration because the period of 
performance has been extended for a cumulative period not to exceed six 
months under the clause at 52.217-8, Option to Extend Services, or other 
appropriate authority.
    Small business concern means a concern, including its affiliates, 
that is independently owned and operated, not dominant in the field of 
operation in which it is bidding on Government contracts, and qualified 
as a small business under the criteria in 13 CFR part 121 and the size 
standard in paragraph (c) of this clause. Such a concern is ``not 
dominant in its field of operation'' when it does not exercise a 
controlling or major influence on a national basis in a kind of business 
activity in which a number of business concerns are primarily engaged. 
In determining whether dominance exists, consideration shall be given to 
all appropriate factors, including volume of business, number of 
employees, financial resources, competitive status or position, 
ownership or control of materials, processes, patents, license 
agreements, facilities, sales territory, and nature of business 
activity.
    (b) If the Contractor represented that it was a small business 
concern prior to award of this contract, the Contractor shall 
rerepresent its size status according to paragraph (e) of this clause 
or, if applicable, paragraph (g) of this clause, upon the occurrence of 
any of the following:
    (1) Within 30 days after execution of a novation agreement or within 
30 days after modification of the contract to include this clause, if 
the novation agreement was executed prior to inclusion of this clause in 
the contract.
    (2) Within 30 days after a merger or acquisition that does not 
require a novation or within 30 days after modification of the contract 
to include this clause, if the merger or acquisition occurred prior to 
inclusion of this clause in the contract.
    (3) For long-term contracts--
    (i) Within 60 to 120 days prior to the end of the fifth year of the 
contract; and

[[Page 141]]

    (ii) Within 60 to 120 days prior to the date specified in the 
contract for exercising any option thereafter.
    (c) The Contractor shall rerepresent its size status in accordance 
with the size standard in effect at the time of this rerepresentation 
that corresponds to the North American Industry Classification System 
(NAICS) code assigned to this contract. The small business size standard 
corresponding to this NAICS code can be found at http://www.sba.gov/
services/contractingopportunities/sizestandardstopics/.
    (d) The small business size standard for a Contractor providing a 
product which it does not manufacture itself, for a contract other than 
a construction or service contract, is 500 employees.
    (e) Except as provided in paragraph (g) of this clause, the 
Contractor shall make the rerepresentation required by paragraph (b) of 
this clause by validating or updating all its representations in the 
Online Representations and Certifications Application and its data in 
the Central Contractor Registration, as necessary, to ensure that they 
reflect the Contractor's current status. The Contractor shall notify the 
contracting office in writing within the timeframes specified in 
paragraph (b) of this clause that the data have been validated or 
updated, and provide the date of the validation or update.
    (f) If the Contractor represented that it was other than a small 
business concern prior to award of this contract, the Contractor may, 
but is not required to, take the actions required by paragraphs (e) or 
(g) of this clause.
    (g) If the Contractor does not have representations and 
certifications in ORCA, or does not have a representation in ORCA for 
the NAICS code applicable to this contract, the Contractor is required 
to complete the following rerepresentation and submit it to the 
contracting office, along with the contract number and the date on which 
the rerepresentation was completed:
    The Contractor represents that it is, is not a small business 
concern under NAICS Code -------------- assigned to contract number ----
--------------.
    [Contractor to sign and date and insert authorized signer's name and 
title].

                             (End of clause)

[72 FR 36856, July 5, 2007, as amended at 74 FR 11825, Mar. 19, 2009; 74 
FR 14493, Mar. 31, 2009]



52.221  [Reserved]



52.222-1  Notice to the Government of Labor Disputes.

    As prescribed in 22.103-5(a), insert the following clause:

          Notice to the Government of Labor Disputes (FEB 1997)

    If the Contractor has knowledge that any actual or potential labor 
dispute is delaying or threatens to delay the timely performance of this 
contract, the Contractor shall immediately give notice, including all 
relevant information, to the Contracting Officer.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 67426, Dec. 20, 1996]



52.222-2  Payment for Overtime Premiums.

    As prescribed in 22.103-5(b), insert the following clause:

                Payment for Overtime Premiums (JUL 1990)

    (a) The use of overtime is authorized under this contract if the 
overtime premium cost does not exceed *---- or the overtime premium is 
paid for work--
---------------------------------------------------------------------------

    *Insert either ``zero'' or the dollar amount agreed to during 
negotiations.
---------------------------------------------------------------------------

    (1) Necessary to cope with emergencies such as those resulting from 
accidents, natural disasters, breakdowns of production equipment, or 
occasional production bottlenecks of a sporadic nature;
    (2) By indirect-labor employees such as those performing duties in 
connection with administration, protection, transportation, maintenance, 
standby plant protection, operation of utilities, or accounting;
    (3) To perform tests, industrial processes, laboratory procedures, 
loading or unloading of transportation conveyances, and operations in 
flight or afloat that are continuous in nature and cannot reasonably be 
interrupted or completed otherwise; or
    (4) That will result in lower overall costs to the Government.
    (b) Any request for estimated overtime premiums that exceeds the 
amount specified above shall include all estimated overtime for contract 
completion and shall--
    (1) Identify the work unit; e.g., department or section in which the 
requested overtime will be used, together with present workload, 
staffing, and other data of the affected unit sufficient to permit the 
Contracting Officer to evaluate the necessity for the overtime;
    (2) Demonstrate the effect that denial of the request will have on 
the contract delivery or performance schedule;
    (3) Identify the extent to which approval of overtime would affect 
the performance or payments in connection with other Government 
contracts, together with identification of each affected contract; and

[[Page 142]]

    (4) Provide reasons why the required work cannot be performed by 
using multishift operations or by employing additional personnel.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 25532, June 21, 1990; 
55 FR 38518, Sept. 18, 1990]



52.222-3  Convict Labor.

    As prescribed in 22.202, insert the following clause:

                        Convict Labor (JUN 2003)

    (a) Except as provided in paragraph (b) of this clause, the 
Contractor shall not employ in the performance of this contract any 
person undergoing a sentence of imprisonment imposed by any court of a 
State, the District of Columbia, Puerto Rico, the Northern Mariana 
Islands, American Samoa, Guam, or the U.S. Virgin Islands.
    (b) The Contractor is not prohibited from employing persons--
    (1) On parole or probation to work at paid employment during the 
term of their sentence;
    (2) Who have been pardoned or who have served their terms; or
    (3) Confined for violation of the laws of any of the States, the 
District of Columbia, Puerto Rico, the Northern Mariana Islands, 
American Samoa, Guam, or the U.S. Virgin Islands who are authorized to 
work at paid employment in the community under the laws of such 
jurisdiction, if--
    (i) The worker is paid or is in an approved work training program on 
a voluntary basis;
    (ii) Representatives of local union central bodies or similar labor 
union organizations have been consulted;
    (iii) Such paid employment will not result in the displacement of 
employed workers, or be applied in skills, crafts, or trades in which 
there is a surplus of available gainful labor in the locality, or impair 
existing contracts for services;
    (iv) The rates of pay and other conditions of employment will not be 
less than those paid or provided for work of a similar nature in the 
locality in which the work is being performed; and
    (v) The Attorney General of the United States has certified that the 
work-release laws or regulations of the jurisdiction involved are in 
conformity with the requirements of Executive Order 11755, as amended by 
Executive Orders 12608 and 12943.

                             (End of clause)

[68 FR 28085, May 22, 2003]



52.222-4  Contract Work Hours and Safety Standards Act--Overtime Compensation.

    As prescribed in 22.305, insert the following clause:

Contract Work Hours and Safety Standards Act--Overtime Compensation (JUL 
                                  2005)

    (a) Overtime requirements. No Contractor or subcontractor employing 
laborers or mechanics (see Federal Acquisition Regulation 22.300) shall 
require or permit them to work over 40 hours in any workweek unless they 
are paid at least 1 and 1/2 times the basic rate of pay for each hour 
worked over 40 hours.
    (b) Violation; liability for unpaid wages; liquidated damages. The 
responsible Contractor and subcontractor are liable for unpaid wages if 
they violate the terms in paragraph (a) of this clause. In addition, the 
Contractor and subcontractor are liable for liquidated damages payable 
to the Government. The Contracting Officer will assess liquidated 
damages at the rate of $10 per affected employee for each calendar day 
on which the employer required or permitted the employee to work in 
excess of the standard workweek of 40 hours without paying overtime 
wages required by the Contract Work Hours and Safety Standards Act.
    (c) Withholding for unpaid wages and liquidated damages. The 
Contracting Officer will withhold from payments due under the contract 
sufficient funds required to satisfy any Contractor or subcontractor 
liabilities for unpaid wages and liquidated damages. If amounts withheld 
under the contract are insufficient to satisfy Contractor or 
subcontractor liabilities, the Contracting Officer will withhold 
payments from other Federal or Federally assisted contracts held by the 
same Contractor that are subject to the Contract Work Hours and Safety 
Standards Act.
    (d) Payrolls and basic records. (1) The Contractor and its 
subcontractors shall maintain payrolls and basic payroll records for all 
laborers and mechanics working on the contract during the contract and 
shall make them available to the Government until 3 years after contract 
completion. The records shall contain the name and address of each 
employee, social security number, labor classifications, hourly rates of 
wages paid, daily and weekly number of hours worked, deductions made, 
and actual wages paid. The records need not duplicate those required for 
construction work by Department of Labor regulations at 29 CFR 5.5(a)(3) 
implementing the Davis-Bacon Act.
    (2) The Contractor and its subcontractors shall allow authorized 
representatives of the Contracting Officer or the Department of Labor to 
inspect, copy, or transcribe records maintained under paragraph (d)(1) 
of this

[[Page 143]]

clause. The Contractor or subcontractor also shall allow authorized 
representatives of the Contracting Officer or Department of Labor to 
interview employees in the workplace during working hours.
    (e) Subcontracts. The Contractor shall insert the provisions set 
forth in paragraphs (a) through (d) of this clause in subcontracts that 
may require or involve the employment of laborers and mechanics and 
require subcontractors to include these provisions in any such lower 
tier subcontracts. The Contractor shall be responsible for compliance by 
any subcontractor or lower-tier subcontractor with the provisions set 
forth in paragraphs (a) through (d) of this clause.

                             (End of clause)

[65 FR 46067, July 26, 2000, as amended at 70 FR 33667, June 8, 2005]



52.222-5  Davis-Bacon Act--Secondary Site of the Work.

    As prescribed in 22.407(h), insert the following provision:

         Davis-Bacon Act--Secondary Site of the Work (JUL 2005)

    (a)(1) The offeror shall notify the Government if the offeror 
intends to perform work at any secondary site of the work, as defined in 
paragraph (a)(1)(ii) of the FAR clause at 52.222-6, Davis-Bacon Act, of 
this solicitation.
    (2) If the offeror is unsure if a planned work site satisfies the 
criteria for a secondary site of the work, the offeror shall request a 
determination from the Contracting Officer.
    (b)(1) If the wage determination provided by the Government for work 
at the primary site of the work is not applicable to the secondary site 
of the work, the offeror shall request a wage determination from the 
Contracting Officer.
    (2) The due date for receipt of offers will not be extended as a 
result of an offeror's request for a wage determination for a secondary 
site of the work.

                           (End of provision)

[70 FR 33667, June 8, 2005]



52.222-6  Davis-Bacon Act.

    As prescribed in 22.407(a), insert the following clause:

                       Davis-Bacon Act (JUL 2005)

    (a) Definition--Site of the work--(1) Means--
    (i) The primary site of the work. The physical place or places where 
the construction called for in the contract will remain when work on it 
is completed; and
    (ii) The secondary site of the work, if any. Any other site where a 
significant portion of the building or work is constructed, provided 
that such site is--
    (A) Located in the United States; and
    (B) Established specifically for the performance of the contract or 
project;
    (2) Except as provided in paragraph (3) of this definition, includes 
any fabrication plants, mobile factories, batch plants, borrow pits, job 
headquarters, tool yards, etc., provided--
    (i) They are dedicated exclusively, or nearly so, to performance of 
the contract or project; and
    (ii) They are adjacent or virtually adjacent to the ``primary site 
of the work'' as defined in paragraph (a)(1)(i), or the ``secondary site 
of the work'' as defined in paragraph (a)(1)(ii) of this definition;
    (3) Does not include permanent home offices, branch plant 
establishments, fabrication plants, or tool yards of a Contractor or 
subcontractor whose locations and continuance in operation are 
determined wholly without regard to a particular Federal contract or 
project. In addition, fabrication plants, batch plants, borrow pits, job 
headquarters, yards, etc., of a commercial or material supplier which 
are established by a supplier of materials for the project before 
opening of bids and not on the Project site, are not included in the 
``site of the work.'' Such permanent, previously established facilities 
are not a part of the ``site of the work'' even if the operations for a 
period of time may be dedicated exclusively or nearly so, to the 
performance of a contract.
    (b)(1) All laborers and mechanics employed or working upon the site 
of the work will be paid unconditionally and not less often than once a 
week, and without subsequent deduction or rebate on any account (except 
such payroll deductions as are permitted by regulations issued by the 
Secretary of Labor under the Copeland Act (29 CFR part 3)), the full 
amount of wages and bona fide fringe benefits (or cash equivalents 
thereof) due at time of payment computed at rates not less than those 
contained in the wage determination of the Secretary of Labor which is 
attached hereto and made a part hereof, or as may be incorporated for a 
secondary site of the work, regardless of any contractual relationship 
which may be alleged to exist between the Contractor and such laborers 
and mechanics. Any wage determination incorporated for a secondary site 
of the work shall be effective from the first day on which work under 
the contract was performed at that site and shall be incorporated 
without any adjustment in contract price or estimated cost. Laborers 
employed by the construction Contractor or construction subcontractor 
that are transporting portions of the building or work between the 
secondary site of the work and the primary site of the work

[[Page 144]]

shall be paid in accordance with the wage determination applicable to 
the primary site of the work.
    (2) Contributions made or costs reasonably anticipated for bona fide 
fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf 
of laborers or mechanics are considered wages paid to such laborers or 
mechanics, subject to the provisions of paragraph (e) of this clause; 
also, regular contributions made or costs incurred for more than a 
weekly period (but not less often than quarterly) under plans, funds, or 
programs which cover the particular weekly period, are deemed to be 
constructively made or incurred during such period.
    (3) Such laborers and mechanics shall be paid not less than the 
appropriate wage rate and fringe benefits in the wage determination for 
the classification of work actually performed, without regard to skill, 
except as provided in the clause entitled Apprentices and Trainees. 
Laborers or mechanics performing work in more than one classification 
may be compensated at the rate specified for each classification for the 
time actually worked therein; provided that the employer's payroll 
records accurately set forth the time spent in each classification in 
which work is performed.
    (4) The wage determination (including any additional classifications 
and wage rates conformed under paragraph (c) of this clause) and the 
Davis-Bacon poster (WH-1321) shall be posted at all times by the 
Contractor and its subcontractors at the primary site of the work and 
the secondary site of the work, if any, in a prominent and accessible 
place where it can be easily seen by the workers.
    (c)(1) The Contracting Officer shall require that any class of 
laborers or mechanics, which is not listed in the wage determination and 
which is to be employed under the contract shall be classified in 
conformance with the wage determination. The Contracting Officer shall 
approve an additional classification and wage rate and fringe benefits 
therefor only when all the following criteria have been met:
    (i) The work to be performed by the classification requested is not 
performed by a classification in the wage determination.
    (ii) The classification is utilized in the area by the construction 
industry.
    (iii) The proposed wage rate, including any bona fide fringe 
benefits, bears a reasonable relationship to the wage rates contained in 
the wage determination.
    (iv) With respect to helpers, such a classification prevails in the 
area in which the work is performed.
    (2) If the Contractor and the laborers and mechanics to be employed 
in the classification (if known), or their representatives, and the 
Contracting Officer agree on the classification and wage rate (including 
the amount designated for fringe benefits, where appropriate), a report 
of the action taken shall be sent by the Contracting Officer to the 
Administrator of the Wage and Hour Division, Employment Standards 
Administration, U.S. Department of Labor, Washington, DC 20210. The 
Administrator or an authorized representative will approve, modify, or 
disapprove every additional classification action within 30 days of 
receipt and so advise the Contracting Officer or will notify the 
Contracting Officer within the 30-day period that additional time is 
necessary.
    (3) In the event the Contractor, the laborers or mechanics to be 
employed in the classification, or their representatives, and the 
Contracting Officer do not agree on the proposed classification and wage 
rate (including the amount designated for fringe benefits, where 
appropriate), the Contracting Officer shall refer the questions, 
including the views of all interested parties and the recommendation of 
the Contracting Officer, to the Administrator of the Wage and Hour 
Division for Determination. The Administrator, or an authorized 
representative, will issue a determination within 30 days of receipt and 
so advise the Contracting Officer or will notify the Contracting Officer 
within the 30-day period that additional time is necessary.
    (4) The wage rate (including fringe benefits, where appropriate) 
determined pursuant to subparagraphs (c)(2) and (c)(3) of this clause 
shall be paid to all workers performing work in the classification under 
this contract from the first day on which work is performed in the 
classification.
    (d) Whenever the minimum wage rate prescribed in the contract for a 
class of laborers or mechanics includes a fringe benefit which is not 
expressed as an hourly rate, the Contractor shall either pay the benefit 
as stated in the wage determination or shall pay another bona fide 
fringe benefit or an hourly cash equivalent thereof.
    (e) If the Contractor does not make payments to a trustee or other 
third person, the Contractor may consider as part of the wages of any 
laborer or mechanic the amount of any costs reasonably anticipated in 
providing bona fide fringe benefits under a plan or program; provided, 
that the Secretary of Labor has found, upon the written request of the 
Contractor, that the applicable standards of the Davis-Bacon Act have 
been met. The Secretary of Labor may require the Contractor to set aside 
in a separate account assets for the meeting of obligations under the 
plan or program.

                             (End of clause)

[53 FR 4945, Feb. 18, 1988, as amended at 57 FR 44263, Sept. 24, 1992; 
59 FR 67038, Dec. 28, 1994; 70 FR 33667, June 8, 2005]

[[Page 145]]



52.222-7  Withholding of Funds.

    As prescribed in 22.407(a), insert the following clause:

                     Withholding of Funds (FEB 1988)

    The Contracting Officer shall, upon his or her own action or upon 
written request of an authorized representative of the Department of 
Labor, withhold or cause to be withheld from the Contractor under this 
contract or any other Federal contract with the same Prime Contractor, 
or any other federally assisted contract subject to Davis-Bacon 
prevailing wage requirements, which is held by the same Prime 
Contractor, so much of the accrued payments or advances as may be 
considered necessary to pay laborers and mechanics, including 
apprentices, trainees, and helpers, employed by the Contractor or any 
subcontractor the full amount of wages required by the contract. In the 
event of failure to pay any laborer or mechanic, including any 
apprentice, trainee, or helper, employed or working on the site of the 
work, all or part of the wages required by the contract, the Contracting 
Officer may, after written notice to the Contractor, take such action as 
may be necessary to cause the suspension of any further payment, 
advance, or guarantee of funds until such violations have ceased.

                             (End of clause)

[53 FR 4945, Feb. 18, 1988]



52.222-8  Payrolls and Basic Records.

    As prescribed in 22.407(a), insert the following clause:

                Payment for Overtime Premiums (FEB 1988)

    (a) Payrolls and basic records relating thereto shall be maintained 
by the Contractor during the course of the work and preserved for a 
period of 3 years thereafter for all laborers and mechanics working at 
the site of the work. Such records shall contain the name, address, and 
social security number of each such worker, his or her correct 
classification, hourly rates of wages paid (including rates of 
contributions or costs anticipated for bona fide fringe benefits or cash 
equivalents thereof of the types described in section 1(b)(2)(B) of the 
Davis-Bacon Act), daily and weekly number of hours worked, deductions 
made, and actual wages paid. Whenever the Secretary of Labor has found, 
under paragraph (d) of the clause entitled Davis-Bacon Act, that the 
wages of any laborer or mechanic include the amount of any costs 
reasonably anticipated in providing benefits under a plan or program 
described in section 1(b)(2)(B) of the Davis-Bacon Act, the Contractor 
shall maintain records which show that the commitment to provide such 
benefits is enforceable, that the plan or program is financially 
responsible, and that the plan or program has been communicated in 
writing to the laborers or mechanics affected, and records which show 
the costs anticipated or the actual cost incurred in providing such 
benefits. Contractors employing apprentices or trainees under approved 
programs shall maintain written evidence of the registration of 
apprenticeship programs and certification of trainee programs, the 
registration of the apprentices and trainees, and the ratios and wage 
rates prescribed in the applicable programs.
    (b)(1) The Contractor shall submit weekly for each week in which any 
contract work is performed a copy of all payrolls to the Contracting 
Officer. The payrolls submitted shall set out accurately and completely 
all of the information required to be maintained under paragraph (a) of 
this clause. This information may be submitted in any form desired. 
Optional Form WH-347 (Federal Stock Number 029-005-00014-1) is available 
for this purpose and may be purchased from the Superintendent of 
Documents, U.S. Government Printing Office, Washington, DC 20402. The 
Prime Contractor is responsible for the submission of copies of payrolls 
by all subcontractors.
    (2) Each payroll submitted shall be accompanied by a Statement of 
Compliance, signed by the Contractor or subcontractor or his or her 
agent who pays or supervises the payment of the persons employed under 
the contract and shall certify--
    (i) That the payroll for the payroll period contains the information 
required to be maintained under paragraph (a) of this clause and that 
such information is correct and complete;
    (ii) That each laborer or mechanic (including each helper, 
apprentice, and trainee) employed on the contract during the payroll 
period has been paid the full weekly wages earned, without rebate, 
either directly or indirectly, and that no deductions have been made 
either directly or indirectly from the full wages earned, other than 
permissible deductions as set forth in the Regulations, 29 CFR part 3; 
and
    (iii) That each laborer or mechanic has been paid not less than the 
applicable wage rates and fringe benefits or cash equivalents for the 
classification of work performed, as specified in the applicable wage 
determination incorporated into the contract.
    (3) The weekly submission of a properly executed certification set 
forth on the reverse side of Optional Form WH-347 shall satisfy the 
requirement for submission of the Statement of Compliance required by 
subparagraph (b)(2) of this clause.
    (4) The falsification of any of the certifications in this clause 
may subject the Contractor or subcontractor to civil or criminal

[[Page 146]]

prosecution under section 1001 of title 18 and section 3729 of title 31 
of the United States Code.
    (c) The Contractor or subcontractor shall make the records required 
under paragraph (a) of this clause available for inspection, copying, or 
transcription by the Contracting Officer or authorized representatives 
of the Contracting Officer or the Department of Labor. The Contractor or 
subcontractor shall permit the Contracting Officer or representatives of 
the Contracting Officer or the Department of Labor to interview 
employees during working hours on the job. If the Contractor or 
subcontractor fails to submit required records or to make them 
available, the Contracting Officer may, after written notice to the 
Contractor, take such action as may be necessary to cause the suspension 
of any further payment. Furthermore, failure to submit the required 
records upon request or to make such records available may be grounds 
for debarment action pursuant to 29 CFR 5.12.

                             (End of clause)

[53 FR 4945, Feb. 18, 1988]



52.222-9  Apprentices and Trainees.

    As prescribed in 22.407(a), insert the following clause:

                   Apprentices and Trainees (JUL 2005)

    (a) Apprentices. (1) An apprentice will be permitted to work at less 
than the predetermined rate for the work performed when employed--
    (i) Pursuant to and individually registered in a bona fide 
apprenticeship program registered with the U.S. Department of Labor, 
Employment and Training Administration, Office of Apprenticeship 
Training, Employer, and Labor Services (OATELS) or with a State 
Apprenticeship Agency recognized by the OATELS; or
    (ii) In the first 90 days of probationary employment as an 
apprentice in such an apprenticeship program, even though not 
individually registered in the program, if certified by the OATELS or a 
State Apprenticeship Agency (where appropriate) to be eligible for 
probationary employment as an apprentice.
    (2) The allowable ratio of apprentices to journeymen on the job site 
in any craft classification shall not be greater than the ratio 
permitted to the Contractor as to the entire work force under the 
registered program.
    (3) Any worker listed on a payroll at an apprentice wage rate, who 
is not registered or otherwise employed as stated in paragraph (a)(1) of 
this clause, shall be paid not less than the applicable wage 
determination for the classification of work actually performed. In 
addition, any apprentice performing work on the job site in excess of 
the ratio permitted under the registered program shall be paid not less 
than the applicable wage rate on the wage determination for the work 
actually performed.
    (4) Where a Contractor is performing construction on a project in a 
locality other than that in which its program is registered, the ratios 
and wage rates (expressed in percentages of the journeyman's hourly 
rate) specified in the Contractor's or subcontractor's registered 
program shall be observed. Every apprentice must be paid at not less 
than the rate specified in the registered program for the apprentice's 
level of progress, expressed as a percentage of the journeyman hourly 
rate specified in the applicable wage determination.
    (5) Apprentices shall be paid fringe benefits in accordance with the 
provisions of the apprenticeship program. If the apprenticeship program 
does not specify fringe benefits, apprentices must be paid the full 
amount of fringe benefits listed on the wage determination for the 
applicable classification. If the Administrator determines that a 
different practice prevails for the applicable apprentice 
classification, fringes shall be paid in accordance with that 
determination.
    (6) In the event OATELS, or a State Apprenticeship Agency recognized 
by OATELS, withdraws approval of an apprenticeship program, the 
Contractor will no longer be permitted to utilize apprentices at less 
than the applicable predetermined rate for the work performed until an 
acceptable program is approved.
    (b) Trainees. (1) Except as provided in 29 CFR 5.16, trainees will 
not be permitted to work at less than the predetermined rate for the 
work performed unless they are employed pursuant to and individually 
registered in a program which has received prior approval, evidenced by 
formal certification by the U.S. Department of Labor, Employment and 
Training Administration, Office of Apprenticeship Training, Employer, 
and Labor Services (OATELS). The ratio of trainees to journeymen on the 
job site shall not be greater than permitted under the plan approved by 
OATELS.
    (2) Every trainee must be paid at not less than the rate specified 
in the approved program for the trainee's level of progress, expressed 
as a percentage of the journeyman hourly rate specified in the 
applicable wage determination. Trainees shall be paid fringe benefits in 
accordance with the provisions of the trainee program. If the trainee 
program does not mention fringe benefits, trainees shall be paid the 
full amount of fringe benefits listed in the wage determination unless 
the Administrator of the Wage and Hour Division determines that there is 
an apprenticeship program associated with the corresponding journeyman 
wage rate in the wage determination which provides for less

[[Page 147]]

than full fringe benefits for apprentices. Any employee listed on the 
payroll at a trainee rate who is not registered and participating in a 
training plan approved by the OATELS shall be paid not less than the 
applicable wage rate in the wage determination for the classification of 
work actually performed. In addition, any trainee performing work on the 
job site in excess of the ratio permitted under the registered program 
shall be paid not less than the applicable wage rate in the wage 
determination for the work actually performed.
    (3) In the event OATELS withdraws approval of a training program, 
the Contractor will no longer be permitted to utilize trainees at less 
than the applicable predetermined rate for the work performed until an 
acceptable program is approved.
    (c) Equal employment opportunity. The utilization of apprentices, 
trainees, and journeymen under this clause shall be in conformity with 
the equal employment opportunity requirements of Executive Order 11246, 
and 29 CFR part 30.

                             (End of clause)

[53 FR 4946, Feb. 18, 1988, as amended at 70 FR 33668, June 8, 2005]



52.222-10  Compliance With Copeland Act Requirements.

    As prescribed in 22.407(a), insert the following clause:

          Compliance With Copeland Act Requirements (FEB 1988)

    The Contractor shall comply with the requirements of 29 CFR part 3, 
which are hereby incorporated by reference in this contract.

                             (End of clause)

[53 FR 4947, Feb. 18, 1988]



52.222-11  Subcontracts (Labor Standards).

    As prescribed in 22.407(a), insert the following clause:

                Subcontracts (Labor Standards) (JUL 2005)

    (a) Definition. Construction, alteration or repair, as used in this 
clause, means all types of work done by laborers and mechanics employed 
by the construction Contractor or construction subcontractor on a 
particular building or work at the site thereof, including without 
limitation--
    (1) Altering, remodeling, installation (if appropriate) on the site 
of the work of items fabricated off-site;
    (2) Painting and decorating;
    (3) Manufacturing or furnishing of materials, articles, supplies, or 
equipment on the site of the building or work;
    (4) Transportation of materials and supplies between the site of the 
work within the meaning of paragraphs (a)(1)(i) and (ii) of the ``site 
of the work'' as defined in the FAR clause at 52.222-6, Davis-Bacon Act 
of this contract, and a facility which is dedicated to the construction 
of the building or work and is deemed part of the site of the work 
within the meaning of paragraph (2) of the ``site of work'' definition; 
and
    (5) Transportation of portions of the building or work between a 
secondary site where a significant portion of the building or work is 
constructed, which is part of the ``site of the work'' definition in 
paragraph (a)(1)(ii) of the FAR clause at 52.222-6, Davis-Bacon Act, and 
the physical place or places where the building or work will remain 
(paragraph (a)(1)(i) of the FAR clause at 52.222-6, in the ``site of the 
work'' definition).
    (b) The Contractor shall insert in any subcontracts for 
construction, alterations and repairs within the United States the 
clauses entitled--
    (1) Davis-Bacon Act;
    (2) Contract Work Hours and Safety Standards Act--Overtime 
Compensation (if the clause is included in this contract);
    (3) Apprentices and Trainees;
    (4) Payrolls and Basic Records;
    (5) Compliance with Copeland Act Requirements;
    (6) Withholding of Funds;
    (7) Subcontracts (Labor Standards);
    (8) Contract Termination--Debarment;
    (9) Disputes Concerning Labor Standards;
    (10) Compliance with Davis-Bacon and Related Act Regulations; and
    (11) Certification of Eligibility.
    (c) The prime Contractor shall be responsible for compliance by any 
subcontractor or lower tier subcontractor performing construction within 
the United States with all the contract clauses cited in paragraph (b).
    (d)(1) Within 14 days after award of the contract, the Contractor 
shall deliver to the Contracting Officer a completed Standard Form (SF) 
1413, Statement and Acknowledgment, for each subcontract for 
construction within the United States, including the subcontractor's 
signed and dated acknowledgment that the clauses set forth in paragraph 
(b) of this clause have been included in the subcontract.
    (2) Within 14 days after the award of any subsequently awarded 
subcontract the Contractor shall deliver to the Contracting Officer an 
updated completed SF 1413 for such additional subcontract.
    (e) The Contractor shall insert the substance of this clause, 
including this paragraph (e) in all subcontracts for construction within 
the United States.

[[Page 148]]

                             (End of clause)

[53 FR 4947, Feb. 18, 1988, as amended at 70 FR 33668, June 8, 2005]



52.222-12  Contract Termination--Debarment.

    As prescribed in 22.407(a), insert the following clause:

               Contract Termination--Debarment (FEB 1988)

    A breach of the contract clauses entitled Davis-Bacon Act, Contract 
Work Hours and Safety Standards Act--Overtime Compensation, Apprentices 
and Trainees, Payrolls and Basic Records, Compliance with Copeland Act 
Requirements, Subcontracts (Labor Standards), Compliance With Davis-
Bacon and Related Act Regulations, or Certification of Eligibility may 
be grounds for termination of the contract, and for debarment as a 
Contractor and subcontractor as provided in 29 CFR 5.12.

                             (End of clause)

[53 FR 4947, Feb. 18, 1988]



52.222-13  Compliance with Davis-Bacon and Related Act Regulations.

    As prescribed in 22.407(a), insert the following clause:

   Compliance With Davis-Bacon and Related Act Regulations (FEB 1988)

    All rulings and interpretations of the Davis-Bacon and Related Acts 
contained in 29 CFR parts 1, 3, and, 5 are hereby incorporated by 
reference in this contract.

                             (End of clause)

[53 FR 4947, Feb. 18, 1988]



52.222-14  Disputes Concerning Labor Standards.

    As prescribed in 22.407(a), insert the following clause:

             Disputes Concerning Labor Standards (FEB 1988)

    The United States Department of Labor has set forth in 29 CFR parts 
5, 6, and 7 procedures for resolving disputes concerning labor standards 
requirements. Such disputes shall be resolved in accordance with those 
procedures and not the Disputes clause of this contract. Disputes within 
the meaning of this clause include disputes between the Contractor (or 
any of its subcontractors) and the contracting agency, the U.S. 
Department of Labor, or the employees or their representatives.

                             (End of clause)

[53 FR 4947, Feb. 18, 1988]



52.222-15  Certification of Eligibility.

    As prescribed in 22.407(a), insert the following clause:

                 Certification of Eligibility (FEB 1988)

    (a) By entering into this contract, the Contractor certifies that 
neither it (nor he or she) nor any person or firm who has an interest in 
the Contractor's firm is a person or firm ineligible to be awarded 
Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 
29 CFR 5.12(a)(1).
    (b) No part of this contract shall be subcontracted to any person or 
firm ineligible for award of a Government contract by virtue of section 
3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1).
    (c) The penalty for making false statements is prescribed in the 
U.S. Criminal Code, 18 U.S.C. 1001.

                             (End of clause)

[53 FR 4947, Feb. 18, 1988]



52.222-16  Approval of Wage Rates.

    As prescribed in 22.407(b), insert the following clause:

                    Approval of Wage Rates (FEB 1988)

    All straight time wage rates, and overtime rates based thereon, for 
laborers and mechanics engaged in work under this contract must be 
submitted for approval in writing by the head of the contracting 
activity or a representative expressly designated for this purpose, if 
the straight time wages exceed the rates for corresponding 
classifications contained in the applicable Davis-Bacon Act minimum wage 
determination included in the contract. Any amount paid by the 
Contractor to any laborer or mechanic in excess of the agency approved 
wage rate shall be at the expense of the Contractor and shall not be 
reimbursed by the Government. If the Government refuses to authorize the 
use of the overtime, the Contractor is not released from the obligation 
to pay employees at the required overtime rates for any overtime 
actually worked.

                             (End of clause)

[53 FR 4947, Feb. 18, 1988]

[[Page 149]]



52.222-17  [Reserved]



52.222-18  Certification Regarding Knowledge of Child Labor for Listed End 

Products.

    As prescribed in 22.1505(a), insert the following provision:

Certification Regarding Knowledge of Child Labor for Listed End Products 
                               (FEB 2001)

    (a) Definition.
    Forced or indentured child labor means all work or service--
    (1) Exacted from any person under the age of 18 under the menace of 
any penalty for its nonperformance and for which the worker does not 
offer himself voluntarily; or
    (2) Performed by any person under the age of 18 pursuant to a 
contract the enforcement of which can be accomplished by process or 
penalties.
    (b) Listed end products. The following end product(s) being acquired 
under this solicitation is (are) included in the List of Products 
Requiring Contractor Certification as to Forced or Indentured Child 
Labor, identified by their country of origin. There is a reasonable 
basis to believe that listed endproducts from the listed countries of 
origin may have been mined, produced, or manufactured by forced or 
indentured child labor.

                           Listed End Product

________________________________________________________________________
________________________________________________________________________

                       Listed Countries of Origin

________________________________________________________________________
________________________________________________________________________
    (c) Certification. The Government will not make award to an offeror 
unless the offeror, by checking the appropriate block, certifies to 
either paragraph (c)(1) or paragraph (c)(2) of this provision.
    [squ] (1) The offeror will not supply any end product listed in 
paragraph (b) of this provision that was mined, produced, or 
manufactured in a corresponding country as listed for that end product.
    [squ] (2) The offeror may supply an end product listed in paragraph 
(b) of this provision that was mined, produced, or manufactured in the 
corresponding country as listed for that product. The offeror certifies 
that it has made a good faith effort to determine whether forced or 
indentured child labor was used to mine, produce, or manufacture such 
end product. On the basis of those efforts, the offeror certifies that 
it is not aware of any such use of child labor.

                           (End of provision)

[66 FR 5349, Jan. 18, 2001]



52.222-19  Child Labor--Cooperation with Authorities and Remedies.

    As prescribed in 22.1505(b), insert the following clause:

    Child Labor--Cooperation With Authorities and Remedies (AUG 2009)

    (a) Applicability. This clause does not apply to the extent that the 
Contractor is supplying end products mined, produced, or manufactured 
in--
    (1) Canada, and the anticipated value of the acquisition is $25,000 
or more;
    (2) Israel, and the anticipated value of the acquisition is $50,000 
or more;
    (3) Mexico, and the anticipated value of the acquisition is $67,826 
or more; or
    (4) Aruba, Austria, Belgium, Bulgaria, Cyprus, Czech Republic, 
Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, Hungary, 
Iceland, Ireland, Italy, Japan, Korea, Latvia, Liechtenstein, Lithuania, 
Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, 
Singapore, Slovak Republic, Slovenia, Spain, Sweden, Switzerland, 
Taiwan, or the United Kingdom and the anticipated value of the 
acquisition is $194,000 or more.
    (b) Cooperation with Authorities. To enforce the laws prohibiting 
the manufacture or importation of products mined, produced, or 
manufactured by forced or indentured child labor, authorized officials 
may need to conduct investigations to determine whether forced or 
indentured child labor was used to mine, produce, or manufacture any 
product furnished under this contract. If the solicitation includes the 
provision 52.222-18, Certification Regarding Knowledge of Child Labor 
for Listed End Products, or the equivalent at 52.212-3(i), the 
Contractor agrees to cooperate fully with authorized officials of the 
contracting agency, the Department of the Treasury, or the Department of 
Justice by providing reasonable access to records, documents, persons, 
or premises upon reasonable request by the authorized officials.
    (c) Violations. The Government may impose remedies set forth in 
paragraph (d) for the following violations:
    (1) The Contractor has submitted a false certification regarding 
knowledge of the use of forced or indentured child labor for listed end 
products.
    (2) The Contractor has failed to cooperate, if required, in 
accordance with paragraph (b) of this clause, with an investigation of 
the use of forced or indentured child labor by an Inspector General, 
Attorney General, or the Secretary of the Treasury.
    (3) The Contractor uses forced or indentured child labor in its 
mining, production, or manufacturing processes.
    (4) The Contractor has furnished under the contract end products or 
components that have been mined, produced, or manufactured

[[Page 150]]

wholly or in part by forced or indentured child labor. (The Government 
will not pursue remedies at paragraph (d)(2) or paragraph (d)(3) of this 
clause unless sufficient evidence indicates that the Contractor knew of 
the violation.)
    (d) Remedies. (1) The Contracting Officer may terminate the 
contract.
    (2) The suspending official may suspend the Contractor in accordance 
with procedures in FAR Subpart 9.4.
    (3) The debarring official may debar the Contractor for a period not 
to exceed 3 years in accordance with the procedures in FAR Subpart 9.4.

                             (End of clause)

[66 FR 5349, Jan. 18, 2001, as amended at 66 FR 65371, Dec. 18, 2001; 67 
FR 56124, Aug. 30, 2002; 69 FR 1056, Jan. 7, 2004; 69 FR 34240, June 18, 
2004; 71 FR 866, Jan. 5, 2006; 72 FR 46358, Aug. 17, 2007; 73 FR 10964, 
Feb. 28, 2008; 74 FR 40463, Aug. 11, 2009]



52.222-20  Walsh-Healey Public Contracts Act.

    As prescribed in 22.610, insert the following clause in 
solicitations and contracts covered by the Act:

              Walsh-Healey Public Contracts Act (DEC 1996)

    If this contract is for the manufacture or furnishing of materials, 
supplies, articles or equipment in an amount that exceeds or may exceed 
$10,000, and is subject to the Walsh-Healey Public Contracts Act, as 
amended (41 U.S.C. 35-45), the following terms and conditions apply:
    (a) All stipulations required by the Act and regulations issued by 
the Secretary of Labor (41 CFR chapter 50) are incorporated by 
reference. These stipulations are subject to all applicable rulings and 
interpretations of the Secretary of Labor that are now, or may 
hereafter, be in effect.
    (b) All employees whose work relates to this contract shall be paid 
not less than the minimum wage prescribed by regulations issued by the 
Secretary of Labor (41 CFR 50-202.2). Learners, student learners, 
apprentices, and handicapped workers may be employed at less than the 
prescribed minimum wage (see 41 CFR 50-202.3) to the same extent that 
such employment is permitted under Section 14 of the Fair Labor 
Standards Act (41 U.S.C. 40).

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 67411, Dec. 20, 1996]



52.222-21  Prohibition of segregated facilities.

    As prescribed in 22.810(a)(1), insert the following clause:

             Prohibition of Segregated Facilities (FEB 1999)

    (a) Segregated facilities, as used in this clause, means any waiting 
rooms, work areas, rest rooms and wash rooms, restaurants and other 
eating areas, time clocks, locker rooms and other storage or dressing 
areas, parking lots, drinking fountains, recreation or entertainment 
areas, transportation, and housing facilities provided for employees, 
that are segregated by explicit directive or are in fact segregated on 
the basis of race, color, religion, sex, or national origin because of 
written or oral policies or employee custom. The term does not include 
separate or single-user rest rooms or necessary dressing or sleeping 
areas provided to assure privacy between the sexes.
    (b) The Contractor agrees that it does not and will not maintain or 
provide for its employees any segregated facilities at any of its 
establishments, and that it does not and will not permit its employees 
to perform their services at any location under its control where 
segregated facilities are maintained. The Contractor agrees that a 
breach of this clause is a violation of the Equal Opportunity clause in 
this contract.
    (c) The Contractor shall include this clause in every subcontract 
and purchase order that is subject to the Equal Opportunity clause of 
this contract.

                             (End of clause)

[53 FR 70285, Dec. 18, 1998]



52.222-22  Previous Contracts and Compliance Reports.

    As prescribed in 22.810(a)(2), insert the following provision:

          Previous Contracts and Compliance Reports (FEB 1999)

    The offeror represents that--
    (a) It squ; has, [squ] has not participated in a previous contract 
or subcontract subject to the Equal Opportunity clause of this 
solicitation;
    (b) It [squ] has, [squ] has not, filed all required compliance 
reports; and
    (c) Representations indicating submission of required compliance 
reports, signed by proposed subcontractors, will be obtained before 
subcontract awards.

[[Page 151]]

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 63 FR 70286, Dec. 18, 1998]



52.222-23  Notice of Requirement for Affirmative Action To Ensure Equal 

Employment Opportunity for Construction.

    As prescribed in 22.810(b), insert the following provision:

Notice of Requirement for Affirmative Action To Ensure Equal Employment 
                 Opportunity for Construction (FEB 1999)

    (a) The offeror's attention is called to the Equal Opportunity 
clause and the Affirmative Action Compliance Requirements for 
Construction clause of this solicitation.
    (b) The goals for minority and female participation, expressed in 
percentage terms for the Contractor's aggregate workforce in each trade 
on all construction work in the covered area, are as follows:

------------------------------------------------------------------------
  Goals for minority participation    Goals for female participation for
           for each trade                         each trade
------------------------------------------------------------------------
----------------                     ----------------
[Contracting Officer shall insert    [Contracting Officer shall insert
 goals]                               goals]
------------------------------------------------------------------------

    These goals are applicable to all the Contractor's construction work 
performed in the covered area. If the Contractor performs construction 
work in a geographical area located outside of the covered area, the 
Contractor shall apply the goals established for the geographical area 
where the work is actually performed. Goals are published periodically 
in the Federal Register in notice form, and these notices may be 
obtained from any Office of Federal Contract Compliance Programs office.
    (c) The Contractor's compliance with Executive Order 11246, as 
amended, and the regulations in 41 CFR 60-4 shall be based on (1) its 
implementation of the Equal Opportunity clause, (2) specific affirmative 
action obligations required by the clause entitled Affirmative Action 
Compliance Requirements for Construction, and (3) its efforts to meet 
the goals. The hours of minority and female employment and training must 
be substantially uniform throughout the length of the contract, and in 
each trade. The Contractor shall make a good faith effort to employ 
minorities and women evenly on each of its projects. The transfer of 
minority or female employees or trainees from Contractor to Contractor, 
or from project to project, for the sole purpose of meeting the 
Contractor's goals shall be a violation of the contract, Executive Order 
11246, as amended, and the regulations in 41 CFR 60-4. Compliance with 
the goals will be measured against the total work hours performed.
    (d) The Contractor shall provide written notification to the Deputy 
Assistant Secretary for Federal Contract Compliance, U.S. Department of 
Labor, within 10 working days following award of any construction 
subcontract in excess of $10,000 at any tier for construction work under 
the contract resulting from this solicitation. The notification shall 
list the--
    (2) Name, address, and telephone number of the subcontractor;
    (i) Employer's identification number of the subcontractor;
    (3) Estimated dollar amount of the subcontract;
    (4) Estimated starting and completion dates of the subcontract; and
    (5) Geographical area in which the subcontract is to be performed.
    (e) As used in this Notice, and in any contract resulting from this 
solicitation, the covered area is ------ [Contracting Officer shall 
insert description of the geographical areas where the contract is to be 
performed, giving the State, county, and city].

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
63 FR 70286, Dec. 18, 1998]



52.222-24  Preaward On-Site Equal Opportunity Compliance Evaluation.

    As prescribed in 22.810(c), insert the following provision:

   Preaward On-Site Equal Opportunity Compliance Evaluation (FEB 1999)

    If a contract in the amount of $10 million or more will result from 
this solicitation, the prospective Contractor and its known first-tier 
subcontractors with anticipated subcontracts of $10 million or more 
shall be subject to a preaward compliance evaluation by the Office of 
Federal Contract Compliance Programs (OFCCP), unless, within the 
preceding 24 months, OFCCP has conducted an evaluation and found the 
prospective Contractor and subcontractors to be in compliance with 
Executive Order 11246.

                           (End of provision)

[63 FR 70286, Dec. 18, 1998]



52.222-25  Affirmative Action Compliance.

    As prescribed in 22.810(d), insert the following provision:

[[Page 152]]

                Affirmative Action Compliance (APR 1984)

    The offeror represents that (a) it [squ] has developed and has on 
file, [squ] has not developed and does not have on file, at each 
establishment, affirmative action programs required by the rules and 
regulations of the Secretary of Labor (41 CFR 60-1 and 60-2), or (b) it 
[squ] has not previously had contracts subject to the written 
affirmative action programs requirement of the rules and regulations of 
the Secretary of Labor.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 63 FR 70286, Dec. 18, 1998]



52.222-26  Equal Opportunity.

    As prescribed in 22.810(e), insert the following clause:

                      Equal Opportunity (MAR 2007)

    (a) Definition. United States, as used in this clause, means the 50 
States, the District of Columbia, Puerto Rico, the Northern Mariana 
Islands, American Samoa, Guam, the U.S. Virgin Islands, and Wake Island.
    (b)(1) If, during any 12-month period (including the 12 months 
preceding the award of this contract), the Contractor has been or is 
awarded nonexempt Federal contracts and/or subcontracts that have an 
aggregate value in excess of $10,000, the Contractor shall comply with 
this clause, except for work performed outside the United States by 
employees who were not recruited within the United States. Upon request, 
the Contractor shall provide information necessary to determine the 
applicability of this clause.
    (2) If the Contractor is a religious corporation, association, 
educational institution, or society, the requirements of this clause do 
not apply with respect to the employment of individuals of a particular 
religion to perform work connected with the carrying on of the 
Contractor's activities (41 CFR 60-1.5).
    (c)(1) The Contractor shall not discriminate against any employee or 
applicant for employment because of race, color, religion, sex, or 
national origin. However, it shall not be a violation of this clause for 
the Contractor to extend a publicly announced preference in employment 
to Indians living on or near an Indian reservation, in connection with 
employment opportunities on or near an Indian reservation, as permitted 
by 41 CFR 60-1.5.
    (2) The Contractor shall take affirmative action to ensure that 
applicants are employed, and that employees are treated during 
employment, without regard to their race, color, religion, sex, or 
national origin. This shall include, but not be limited to, (i) 
employment, (ii) upgrading, (iii) demotion, (iv) transfer, (v) 
recruitment or recruitment advertising, (vi) layoff or termination, 
(vii) rates of pay or other forms of compensation, and (viii) selection 
for training, including apprenticeship.
    (3) The Contractor shall post in conspicuous places available to 
employees and applicants for employment the notices to be provided by 
the Contracting Officer that explain this clause.
    (4) The Contractor shall, in all solicitations or advertisements for 
employees placed by or on behalf of the Contractor, state that all 
qualified applicants will receive consideration for employment without 
regard to race, color, religion, sex, or national origin.
    (5) The Contractor shall send, to each labor union or representative 
of workers with which it has a collective bargaining agreement or other 
contract or understanding, the notice to be provided by the Contracting 
Officer advising the labor union or workers' representative of the 
Contractor's commitments under this clause, and post copies of the 
notice in conspicuous places available to employees and applicants for 
employment.
    (6) The Contractor shall comply with Executive Order 11246, as 
amended, and the rules, regulations, and orders of the Secretary of 
Labor.
    (7) The Contractor shall furnish to the contracting agency all 
information required by Executive Order 11246, as amended, and by the 
rules, regulations, and orders of the Secretary of Labor. The Contractor 
shall also file Standard Form 100 (EEO-1), or any successor form, as 
prescribed in 41 CFR part 60-1. Unless the Contractor has filed within 
the 12 months preceding the date of contract award, the Contractor 
shall, within 30 days after contract award, apply to either the regional 
Office of Federal Contract Compliance Programs (OFCCP) or the local 
office of the Equal Employment Opportunity Commission for the necessary 
forms.
    (8) The Contractor shall permit access to its premises, during 
normal business hours, by the contracting agency or the OFCCP for the 
purpose of conducting on-site compliance evaluations and complaint 
investigations. The Contractor shall permit the Government to inspect 
and copy any books, accounts, records (including computerized records), 
and other material that may be relevant to the matter under 
investigation and pertinent to compliance with Executive Order 11246, as 
amended, and rules and regulations that implement the Executive Order.
    (9) If the OFCCP determines that the Contractor is not in compliance 
with this clause or any rule, regulation, or order of the Secretary of 
Labor, this contract may be canceled, terminated, or suspended in whole 
or in part and the Contractor may be declared ineligible for further 
Government contracts, under the procedures authorized in Executive Order 
11246, as amended. In addition,

[[Page 153]]

sanctions may be imposed and remedies invoked against the Contractor as 
provided in Executive Order 11246, as amended; in the rules, 
regulations, and orders of the Secretary of Labor; or as otherwise 
provided by law.
    (10) The Contractor shall include the terms and conditions of this 
clause in every subcontract or purchase order that is not exempted by 
the rules, regulations, or orders of the Secretary of Labor issued under 
Executive Order 11246, as amended, so that these terms and conditions 
will be binding upon each subcontractor or vendor.
    (11) The Contractor shall take such action with respect to any 
subcontract or purchase order as the contracting officer may direct as a 
means of enforcing these terms and conditions, including sanctions for 
noncompliance; provided, that if the Contractor becomes involved in, or 
is threatened with, litigation with a subcontractor or vendor as a 
result of any direction, the Contractor may request the United States to 
enter into the litigation to protect the interests of the United States.
    (d) Notwithstanding any other clause in this contract, disputes 
relative to this clause will be governed by the procedures in 41 CFR 60-
1.1.

                             (End of clause)

    Alternate I (FEB 1999). As prescribed in 22.810(e), add the 
following as a preamble to the clause:

    Notice. The following terms of this clause are waived for this 
contract: ------ [Contracting Officer shall list terms].

[48 FR 42478, Sept. 19, 1983, as amended at 63 FR 70286, Dec. 18, 1998; 
67 FR 13067, Mar. 20, 2002; 72 FR 13588, Mar. 22, 2007]



52.222-27  Affirmative Action Compliance Requirements for Construction.

    As prescribed in 22.810(f), insert the following clause:

 Affirmative Action Compliance Requirements for Construction (FEB 1999)

    (a) Definitions.
    Covered area, as used in this clause, means the geographical area 
described in the solicitation for this contract.
    Deputy Assistant Secretary, as used in this clause, means the Deputy 
Assistant Secretary for Federal Contract Compliance, U.S. Department of 
Labor, or a designee.
    Employer identification number, as used in this clause, means the 
Federal Social Security number used on the employer's quarterly 
Federaltax return, U.S. Treasury Department Form 941.
    Minority, as used in this clause, means--
    (1) American Indian or Alaskan Native (all persons having origins in 
any of the original peoples of North America and maintaining 
identifiable tribal affiliations through membership and participation or 
community identification).
    (2) Asian and Pacific Islander (all persons having origins in any of 
the original peoples of the Far East, Southeast Asia, the Indian 
Subcontinent, or the Pacific Islands);
    (3) Black (all persons having origins in any of the black African 
racial groups not of Hispanic origin); and
    (4) Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central 
or South American, or other Spanish culture or origin, regardless of 
race).
    (b) If the Contractor, or a subcontractor at any tier, subcontracts 
a portion of the work involving any construction trade, each such 
subcontract in excess of $10,000 shall include this clause and the 
Notice containing the goals for minority and female participation stated 
in the solicitation for this contract.
    (c) If the Contractor is participating in a Hometown Plan (41 CFR 
60-4) approved by the U.S. Department of Labor in a covered area, either 
individually or through an association, its affirmative action 
obligations on all work in the plan area (including goals) shall comply 
with the plan for those trades that have unions participating in the 
plan. Contractors must be able to demonstrate participation in, and 
compliance with, the provisions of the plan. Each Contractor or 
subcontractor participating in an approved plan is also required to 
comply with its obligations under the Equal Opportunity clause, and to 
make a good faith effort to achieve each goal under the plan in each 
trade in which it has employees. The overall good-faith performance by 
other Contractors or subcontractors toward a goal in an approved plan 
does not excuse any Contractor's or subcontractor's failure to make 
good-faith efforts to achieve the plan's goals.
    (d) The Contractor shall implement the affirmative action procedures 
in subparagraphs (g)(1) through (16) of this clause. The goals stated in 
the solicitation for this contract are expressed as percentages of the 
total hours of employment and training of minority and female 
utilization that the Contractor should reasonably be able to achieve in 
each construction trade in which it has employees in the covered area. 
If the Contractor performs construction work in a geographical area 
located outside of the covered area, it shall apply the goals 
established for the geographical area where that work is actually 
performed. The Contractor is expected to make substantially uniform 
progress toward its goals in each craft.
    (e) Neither the terms and conditions of any collective bargaining 
agreement, nor the failure by a union with which the Contractor has a 
collective bargaining agreement, to

[[Page 154]]

refer minorities or women shall excuse the Contractor's obligations 
under this clause, Executive Order 11246, as amended, or the regulations 
thereunder.
    (f) In order for the nonworking training hours of apprentices and 
trainees to be counted in meeting the goals, apprentices and trainees 
must be employed by the Contractor during the training period, and the 
Contractor must have made a commitment to employ the apprentices and 
trainees at the completion of their training, subject to the 
availability of employment opportunities. Trainees must be trained 
pursuant to training programs approved by the U.S. Department of Labor.
    (g) The Contractor shall take affirmative action to ensure equal 
employment opportunity. The evaluation of the Contractor's compliance 
with this clause shall be based upon its effort to achieve maximum 
results from its actions. The Contractor shall document these efforts 
fully and implement affirmative action steps at least as extensive as 
the following:
    (1) Ensure a working environment free of harassment, intimidation, 
and coercion at all sites and in all facilities where the Contractor's 
employees are assigned to work. The Contractor, if possible, will assign 
two or more women to each construction project. The Contractor shall 
ensure that foremen, superintendents, and other onsite supervisory 
personnel are aware of and carry out the Contractor's obligation to 
maintain such a working environment, with specific attention to minority 
or female individuals working at these sites or facilities.
    (2) Establish and maintain a current list of sources for minority 
and female recruitment. Provide written notification to minority and 
female recruitment sources and community organizations when the 
Contractor or its unions have employment opportunities available, and 
maintain a record of the organizations' responses.
    (3) Establish and maintain a current file of the names, addresses, 
and telephone numbers of each minority and female off-the-street 
applicant, referrals of minorities or females from unions, recruitment 
sources, or community organizations, and the action taken with respect 
to each individual. If an individual was sent to the union hiring hall 
for referral and not referred back to the Contractor by the union or, if 
referred back, not employed by the Contractor, this shall be documented 
in the file, along with whatever additional actions the Contractor may 
have taken.
    (4) Immediately notify the Deputy Assistant Secretary when the union 
or unions with which the Contractor has a collective bargaining 
agreement has not referred back to the Contractor a minority or woman 
sent by the Contractor, or when the Contractor has other information 
that the union referral process has impeded the Contractor's efforts to 
meet its obligations.
    (5) Develop on-the-job training opportunities and/or participate in 
training programs for the area that expressly include minorities and 
women, including upgrading programs and apprenticeship and trainee 
programs relevant to the Contractor's employment needs, especially those 
programs funded or approved by the Department of Labor. The Contractor 
shall provide notice of these programs to the sources compiled under 
subparagraph (g)(2) of this clause.
    (6) Disseminate the Contractor's equal employment policy by--
    (i) Providing notice of the policy to unions and to training, 
recruitment, and outreach programs, and requesting their cooperation in 
assisting the Contractor in meeting its contract obligations;
    (ii) Including the policy in any policy manual and in collective 
bargaining agreements;
    (iii) Publicizing the policy in the company newspaper, annual 
report, etc.;
    (iv) Reviewing the policy with all management personnel and with all 
minority and female employees at least once a year; and
    (v) Posting the policy on bulletin boards accessible to employees at 
each location where construction work is performed.
    (7) Review, at least annually, the Contractor's equal employment 
policy and affirmative action obligations with all employees having 
responsibility for hiring, assignment, layoff, termination, or other 
employment decisions. Conduct review of this policy with all on-site 
supervisory personnel before initiating construction work at a job site. 
A written record shall be made and maintained identifying the time and 
place of these meetings, persons attending, subject matter discussed, 
and disposition of the subject matter.
    (8) Disseminate the Contractor's equal employment policy externally 
by including it in any advertising in the news media, specifically 
including minority and female news media. Provide written notification 
to, and discuss this policy with, other Contractors and subcontractors 
with which the Contractor does or anticipates doing business.
    (9) Direct recruitment efforts, both oral and written, to minority, 
female, and community organizations, to schools with minority and female 
students, and to minority and female recruitment and training 
organizations serving the Contractor's recruitment area and employment 
needs. Not later than 1 month before the date for acceptance of 
applications for apprenticeship or training by any recruitment source, 
send written notification to organizations such as the above, describing 
the openings, screening procedures, and tests to be used in the 
selection process.
    (10) Encourage present minority and female employees to recruit 
minority persons and women. Where reasonable, provide after-

[[Page 155]]

school, summer, and vacation employment to minority and female youth 
both on the site and in other areas of the Contractor's workforce.
    (11) Validate all tests and other selection requirements where 
required under 41 CFR 60-3.
    (12) Conduct, at least annually, an inventory and evaluation at 
least of all minority and female personnel for promotional 
opportunities. Encourage these employees to seek or to prepare for, 
through appropriate training, etc., opportunities for promotion.
    (13) Ensure that seniority practices, job classifications, work 
assignments, and other personnel practices, do not have a discriminatory 
effect by continually monitoring all personnel and employment-related 
activities to ensure that the Contractor's obligations under this 
contract are being carried out.
    (14) Ensure that all facilities and company activities are 
nonsegregated except that separate or single-user rest rooms and 
necessary dressing or sleeping areas shall be provided to assure privacy 
between the sexes.
    (15) Maintain a record of solicitations for subcontracts for 
minority and female construction contractors and suppliers, including 
circulation of solicitations to minority and female contractor 
associations and other business associations.
    (16) Conduct a review, at least annually, of all supervisors' 
adherence to and performance under the Contractor's equal employment 
policy and affirmative action obligations.
    (h) The Contractor is encouraged to participate in voluntary 
associations that may assist in fulfilling one or more of the 
affirmative action obligations contained in subparagraphs (g)(1) through 
(16) of this clause. The efforts of a contractor association, joint 
contractor-union, contractor-community, or similar group of which the 
contractor is a member and participant may be asserted as fulfilling one 
or more of its obligations under subparagraphs (g)(1) through (16) of 
this clause, provided the Contractor--
    (1) Actively participates in the group;
    (2) Makes every effort to ensure that the group has a positive 
impact on the employment of minorities and women in the industry;
    (3) Ensures that concrete benefits of the program are reflected in 
the Contractor's minority and female workforce participation;
    (4) Makes a good-faith effort to meet its individual goals and 
timetables; and
    (5) Can provide access to documentation that demonstrates the 
effectiveness of actions taken on behalf of the Contractor. The 
obligation to comply is the Contractor's, and failure of such a group to 
fulfill an obligation shall not be a defense for the Contractor's 
noncompliance.
    (i) A single goal for minorities and a separate single goal for 
women shall be established. The Contractor is required to provide equal 
employment opportunity and to take affirmative action for all minority 
groups, both male and female, and all women, both minority and 
nonminority. Consequently, the Contractor may be in violation of 
Executive Order 11246, as amended, if a particular group is employed in 
a substantially disparate manner.
    (j) The Contractor shall not use goals or affirmative action 
standards to discriminate against any person because of race, color, 
religion, sex, or national origin.
    (k) The Contractor shall not enter into any subcontract with any 
person or firm debarred from Government contracts under Executive Order 
11246, as amended.
    (l) The Contractor shall carry out such sanctions and penalties for 
violation of this clause and of the Equal Opportunity clause, including 
suspension, termination, and cancellation of existing subcontracts, as 
may be imposed or ordered under Executive Order 11246, as amended, and 
its implementing regulations, by the OFCCP. Any failure to carry out 
these sanctions and penalties as ordered shall be a violation of this 
clause and Executive Order 11246, as amended.
    (m) The Contractor in fulfilling its obligations under this clause 
shall implement affirmative action procedures at least as extensive as 
those prescribed in paragraph (g) of this clause, so as to achieve 
maximum results from its efforts to ensure equal employment opportunity. 
If the Contractor fails to comply with the requirements of Executive 
Order 11246, as amended, the implementing regulations, or this clause, 
the Deputy Assistant Secretary shall take action as prescribed in 41 CFR 
60-4.8.
    (n) The Contractor shall designate a responsible official to--
    (1) Monitor all employment-related activity to ensure that the 
Contractor's equal employment policy is being carried out;
    (2) Submit reports as may be required by the Government; and
    (3) Keep records that shall at least include for each employee the 
name, address, telephone number, construction trade, union affiliation 
(if any), employee identification number, social security number, race, 
sex, status (e.g., mechanic, apprentice, trainee, helper, or laborer), 
dates of changes in status, hours worked per week in the indicated 
trade, rate of pay, and locations at which the work was performed. 
Records shall be maintained in an easily understandable and retrievable 
form; however, to the degree that existing records satisfy this 
requirement, separate records are not required to be maintained.
    (o) Nothing contained herein shall be construed as a limitation upon 
the application of other laws that establish different standards of 
compliance or upon the requirements for the hiring of local or other 
area residents

[[Page 156]]

(e.g., those under the Public Works Employment Act of 1977 and the 
Community Development Block Grant Program).

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
63 FR 70286, Dec. 18, 1998]



52.222-28  [Reserved]



52.222-29  Notification of visa denial.

    As prescribed in 22.810(g), insert the following clause:

                 Notification of Visa Denial (JUN 2003)

    It is a violation of Executive Order 11246 for a Contractor to 
refuse to employ any applicant or not to assign any person hired in the 
United States, Puerto Rico, the Northern Mariana Islands, American 
Samoa, Guam, the U.S. Virgin Islands, or Wake Island, on the basis that 
the individual's race, color, religion, sex, or national origin is not 
compatible with the policies of the country where or for whom the work 
will be performed (41 CFR 60-1.10). The Contractor shall notify the U.S. 
Department of State, Assistant Secretary, Bureau of Political-Military 
Affairs (PM), 2201 C Street NW., Room 6212, Washington, DC 20520, and 
the U.S. Department of Labor, Deputy Assistant Secretary for Federal 
Contract Compliance, when it has knowledge of any employee or potential 
employee being denied an entry visa to a country where this contract 
will be performed, and it believes the denial is attributable to the 
race, color, religion, sex, or national origin of the employee or 
potential employee.

                             (End of clause)

[68 FR 28085, May 22, 2003]



52.222-30  Davis-Bacon Act--Price Adjustment (None or Separately Specified 

Method).

    As prescribed in 22.407(e), insert the following clause:

Davis-Bacon Act--Price Adjustment (None or Separately Specified Method) 
                               (DEC 2001)

    (a) The wage determination issued under the Davis-Bacon Act by the 
Administrator, Wage and Hour Division, Employment Standards 
Administration, U.S. Department of Labor, that is effective for an 
option to extend the term of the contract, will apply to that option 
period.
    (b) The Contracting Officer will make no adjustment in contract 
price, other than provided for elsewhere in this contract, to cover any 
increases or decreases in wages and benefits as a result of--
    (1) Incorporation of the Department of Labor's wage determination 
applicable at the exercise of the option to extend the term of the 
contract;
    (2) Incorporation of a wage determination otherwise applied to the 
contract by operation of law; or
    (3) An increase in wages and benefits resulting from any other 
requirement applicable to workers subject to the Davis-Bacon Act.

                             (End of clause)

[66 FR 53482, Oct. 22, 2001]



52.222-31  Davis-Bacon Act--Price Adjustment (Percentage Method).

    As prescribed in 22.407(f), insert the following clause:

    Davis-Bacon Act--Price Adjustment (Percentage Method) (DEC 2001)

    (a) The wage determination issued under the Davis-Bacon Act by the 
Administrator, Wage and Hour Division, Employment Standards 
Administration, U.S. Department of Labor, that is effective for an 
option to extend the term of the contract, will apply to that option 
period.
    (b) The Contracting Officer will adjust the portion of the contract 
price or contract unit price(s) containing the labor costs subject to 
the Davis-Bacon Act to provide for an increase in wages and fringe 
benefits at the exercise of each option to extend the term of the 
contract in accordance with the following procedures:
    (1) The Contracting Officer has determined that the portion of the 
contract price or contract unit price(s) containing labor costs subject 
to the Davis-Bacon Act is ------------ [Contracting Officer insert 
percentage rate] percent.
    (2) The Contracting Officer will increase the portion of the 
contract price or contract unit price(s) containing the labor costs 
subject to the Davis-Bacon Act by the percentage rate published in ----
--------[Contracting Officer insert publication].
    (c) The Contracting Officer will make the price adjustment at the 
exercise of each option to extend the term of the contract. This 
adjustment is the only adjustment that the Contracting Officer will make 
to cover any increases in wages and benefits as a result of--
    (1) Incorporation of the Department of Labor's wage determination 
applicable at the exercise of the option to extend the term of the 
contract;
    (2) Incorporation of a wage determination otherwise applied to the 
contract by operation of law; or

[[Page 157]]

    (3) An increase in wages and benefits resulting from any other 
requirement applicable to workers subject to the Davis-Bacon Act.

                             (End of clause)

[66 FR 53482, Oct. 22, 2001]



52.222-32  Davis-Bacon Act--Price Adjustment (Actual Method).

    As prescribed in 22.407(g), insert the following clause:

      Davis-Bacon Act--Price Adjustment (Actual Method) (DEC 2001)

    (a) The wage determination issued under the Davis-Bacon Act by the 
Administrator, Wage and Hour Division, Employment Standards 
Administration, U.S. Department of Labor, that is effective for an 
option to extend the term of the contract, will apply to that option 
period.
    (b)(1) The Contractor states that if the prices in this contract 
contain an allowance for wage or benefit increases, such allowance will 
not be included in any request for contract price adjustment submitted 
under this clause.
    (2) The Contractor shall provide with each request for contract 
price adjustment under this clause a statement that the prices in the 
contract do not include any allowance for any increased cost for which 
adjustment is being requested.
    (c) The Contracting Officer will adjust the contract price or 
contract unit price labor rates to reflect the Contractor's actual 
increase or decrease in wages and fringe benefits to the extent that the 
increase is made to comply with, or the decrease is voluntarily made by 
the Contractor as a result of--
    (1) Incorporation of the Department of Labor's Davis-Bacon Act wage 
determination applicable at the exercise of an option to extend the term 
of the contract; or
    (2) Incorporation of a Davis-Bacon Act wage determination otherwise 
applied to the contract by operation of law.
    (d) Any adjustment will be limited to increases or decreases in 
wages and fringe benefits as described in paragraph (c) of this clause, 
and the accompanying increases or decreases in social security and 
unemployment taxes and workers' compensation insurance, but will not 
otherwise include any amount for general and administrative costs, 
overhead, or profit.
    (e) The Contractor shall notify the Contracting Officer of any 
increase claimed under this clause within 30 days after receiving a 
revised wage determination unless this notification period is extended 
in writing by the Contracting Officer. The Contractor shall notify the 
Contracting Officer promptly of any decrease under this clause, but 
nothing in this clause precludes the Government from asserting a claim 
within the period permitted by law. The notice shall contain a statement 
of the amount claimed and any relevant supporting data, including 
payroll records that the Contracting Officer may reasonably require. 
Upon agreement of the parties, the Contracting Officer will modify the 
contract price or contract unit price in writing. The Contractor shall 
continue performance pending agreement on or determination of any such 
adjustment and its effective date.
    (f) Contract price adjustment computations shall be computed as 
follows:
    (1) Computation for contract unit price per single craft hour for 
schedule of indefinite-quantity work. For each labor classification, the 
difference between the actual wage and benefit rates (combined) paid and 
the wage and benefit rates (combined) required by the new wage 
determination shall be added to the original contract unit price if the 
difference results in a combined increase. If the difference computed 
results in a combined decrease, the contract unit price shall be 
decreased by that amount if the Contractor provides notification as 
provided in paragraph (e) of this clause.
    (2) Computation for contract unit price containing multiple craft 
hours for schedule of indefinite-quantity work. For each labor 
classification, the difference between the actual wage and benefit rates 
(combined) paid and the wage and benefit rates (combined) required by 
the new wage determination shall be multiplied by the actual number of 
hours expended for each craft involved in accomplishing the unit-priced 
work item. The product of this computation will then be divided by the 
actual number of units ordered in the preceding contract period. The 
total of these computations for each craft will be added to the current 
contract unit price to obtain the new contract unit price. The extended 
amount for the contract line item will be obtained by multiplying the 
new unit price by the estimated quantity. If actual hours are not 
available from the preceding contract period for computation of the 
adjustment for a specific contract unit of work, the Contractor, in 
agreement with the Contracting Officer, shall estimate the total hours 
per craft per contract unit of work.

[[Page 158]]



                          Example: Asphalt Paving--Current Price $3.38 per Square Yard
----------------------------------------------------------------------------------------------------------------
                                              Hourly
           DBA craft             New WD        rate        Diff.      Actual hrs.   Actual units       Increase/
                                               paid                                  (sq. yard)         sq. yard
----------------------------------------------------------------------------------------------------------------
Equip. Opr....................   $18.50   -   $18.00   =    $.50   x  600 hrs./    3,000 sq. yrd.   =       $.10
Truck Driver..................   $19.00   -   $18.25   =    $.75   x  525 hrs./    3,000 sq. yrd.   =       $.13
Laborer.......................   $11.50   -   $11.25   =    $.25   x  750 hrs./    3,000 sq. yrd.   =       $.06
                                                                                                      ----------
    Total increase per square yard...................................................................     * $.29
* Note: Adjustment for labor rate increases or decreases may be accompanied by social security and unemployment
 taxes and workers' compensation insurance.
Current unit price (per square     $3.38
 yard).
Add DBA price adj.............     +.29
New unit price (per square        $3.67
 yard).
----------------------------------------------------------------------------------------------------------------

                             (End of clause)

[66 FR 53482, Oct. 22, 2001]



52.222-33--52.222-34  [Reserved]



52.222-35  Equal Opportunity for Special Disabled Veterans, Veterans of the 

Vietnam Era, and Other Eligible Veterans.

    As prescribed in 22.1310(a)(1), insert the following clause:

Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam 
               Era, and Other Eligible Veterans (SEP 2006)

    (a) Definitions. As used in this clause--
    All employment openings means all positions except executive and top 
management, those positions that will be filled from within the 
Contractor's organization, and positions lasting 3 days or less. This 
term includes full-time employment, temporary employment of more than 3 
days duration, and part-time employment.
    Executive and top management means any employee--
    (1) Whose primary duty consists of the management of the enterprise 
in which the individual is employed or of a customarily recognized 
department or subdivision thereof;
    (2) Who customarily and regularly directs the work of two or more 
other employees;
    (3) Who has the authority to hire or fire other employees or whose 
suggestions and recommendations as to the hiring or firing and as to the 
advancement and promotion or any other change of status of other 
employees will be given particular weight;
    (4) Who customarily and regularly exercises discretionary powers; 
and
    (5) Who does not devote more than 20 percent or, in the case of an 
employee of a retail or service establishment, who does not devote more 
than 40 percent of total hours of work in the work week to activities 
that are not directly and closely related to the performance of the work 
described in paragraphs (1) through (4) of this definition. This 
paragraph (5) does not apply in the case of an employee who is in sole 
charge of an establishment or a physically separated branch 
establishment, or who owns at least a 20 percent interest in the 
enterprise in which the individual is employed.
    Other eligible veteran means any other veteran who served on active 
duty during a war or in a campaign or expedition for which a campaign 
badge has been authorized.
    Positions that will be filled from within the Contractor's 
organization means employment openings for which the Contractor will 
give no consideration to persons outside the Contractor's organization 
(including any affiliates, subsidiaries, and parent companies) and 
includes any openings the Contractor proposes to fill from regularly 
established ``recall'' lists. The exception does not apply to a 
particular opening once an employer decides to consider applicants 
outside of its organization.
    Qualified special disabled veteran means a special disabled veteran 
who satisfies the requisite skill, experience, education, and other job-
related requirements of the employment position such veteran holds or 
desires, and who, with or without reasonable accommodation, can perform 
the essential functions of such position.
    Special disabled veteran means--
    (1) A veteran who is entitled to compensation (or who but for the 
receipt of military retired pay would be entitled to compensation) under 
laws administered by the Department of Veterans Affairs for a 
disability--
    (i) Rated at 30 percent or more; or
    (ii) Rated at 10 or 20 percent in the case of a veteran who has been 
determined under 38 U.S.C. 3106 to have a serious employment handicap 
(i.e., a significant impairment of the veteran's ability to prepare for, 
obtain, or retain employment consistent with the veteran's abilities, 
aptitudes, and interests); or
    (2) A person who was discharged or released from active duty because 
of a service-connected disability.

[[Page 159]]

    Veteran of the Vietnam era means a person who--
    (1) Served on active duty for a period of more than 180 days and was 
discharged or released from active duty with other than a dishonorable 
discharge, if any part of such active duty occurred--
    (i) In the Republic of Vietnam between February 28, 1961, and May 7, 
1975; or
    (ii) Between August 5, 1964, and May 7, 1975, in all other cases; or
    (2) Was discharged or released from active duty for a service-
connected disability if any part of the active duty was performed--
    (i) In the Republic of Vietnam between February 28, 1961, and May 7, 
1975; or
    (ii) Between August 5, 1964, and May 7, 1975, in all other cases.
    (b) General. (1) The Contractor shall not discriminate against the 
individual because the individual is a special disabled veteran, a 
veteran of the Vietnam era, or other eligible veteran, regarding any 
position for which the employee or applicant for employment is 
qualified. The Contractor shall take affirmative action to employ, 
advance in employment, and otherwise treat qualified special disabled 
veterans, veterans of the Vietnam era, and other eligible veterans 
without discrimination based upon their disability or veterans' status 
in all employment practices such as--
    (i) Recruitment, advertising, and job application procedures;
    (ii) Hiring, upgrading, promotion, award of tenure, demotion, 
transfer, layoff, termination, right of return from layoff and rehiring;
    (iii) Rate of pay or any other form of compensation and changes in 
compensation;
    (iv) Job assignments, job classifications, organizational 
structures, position descriptions, lines of progression, and seniority 
lists;
    (v) Leaves of absence, sick leave, or any other leave;
    (vi) Fringe benefits available by virtue of employment, whether or 
not administered by the Contractor;
    (vii) Selection and financial support for training, including 
apprenticeship, and on-the-job training under 38 U.S.C. 3687, 
professional meetings, conferences, and other related activities, and 
selection for leaves of absence to pursue training;
    (viii) Activities sponsored by the Contractor including social or 
recreational programs; and
    (ix) Any other term, condition, or privilege of employment.
    (2) The Contractor shall comply with the rules, regulations, and 
relevant orders of the Secretary of Labor issued under the Vietnam Era 
Veterans' Readjustment Assistance Act of 1972 (the Act), as amended (38 
U.S.C. 4211 and 4212).
    (c) Listing openings. (1) The Contractor shall immediately list all 
employment openings that exist at the time of the execution of this 
contract and those which occur during the performance of this contract, 
including those not generated by this contract, and including those 
occurring at an establishment of the Contractor other than the one where 
the contract is being performed, but excluding those of independently 
operated corporate affiliates, at an appropriate local public employment 
service office of the State wherein the opening occurs. Listing 
employment openings with the U.S. Department of Labor's America's Job 
Bank shall satisfy the requirement to list jobs with the local 
employment service office.
    (2) The Contractor shall make the listing of employment openings 
with the local employment service office at least concurrently with 
using any other recruitment source or effort and shall involve the 
normal obligations of placing a bona fide job order, including accepting 
referrals of veterans and nonveterans. This listing of employment 
openings does not require hiring any particular job applicant or hiring 
from any particular group of job applicants and is not intended to 
relieve the Contractor from any requirements of Executive orders or 
regulations concerning nondiscrimination in employment.
    (3) Whenever the Contractor becomes contractually bound to the 
listing terms of this clause, it shall advise the State public 
employment agency in each State where it has establishments of the name 
and location of each hiring location in the State. As long as the 
Contractor is contractually bound to these terms and has so advised the 
State agency, it need not advise the State agency of subsequent 
contracts. The Contractor may advise the State agency when it is no 
longer bound by this contract clause.
    (d) Applicability. This clause does not apply to the listing of 
employment openings that occur and are filled outside the 50 States, the 
District of Columbia, the Commonwealth of Puerto Rico, the Commonwealth 
of the Northern Mariana Islands, American Samoa, Guam, the Virgin 
Islands of the United States, and Wake Island.
    (e) Postings. (1) The Contractor shall post employment notices in 
conspicuous places that are available to employees and applicants for 
employment.
    (2) The employment notices shall--
    (i) State the rights of applicants and employees as well as the 
Contractor's obligation under the law to take affirmative action to 
employ and advance in employment qualified employees and applicants who 
are special disabled veterans, veterans of the Vietnam era, and other 
eligible veterans; and
    (ii) Be in a form prescribed by the Deputy Assistant Secretary for 
Federal Contract Compliance Programs, Department of Labor

[[Page 160]]

(Deputy Assistant Secretary of Labor), and provided by or through the 
Contracting Officer.
    (3) The Contractor shall ensure that applicants or employees who are 
special disabled veterans are informed of the contents of the notice 
(e.g., the Contractor may have the notice read to a visually disabled 
veteran, or may lower the posted notice so that it can be read by a 
person in a wheelchair).
    (4) The Contractor shall notify each labor union or representative 
of workers with which it has a collective bargaining agreement, or other 
contract understanding, that the Contractor is bound by the terms of the 
Act and is committed to take affirmative action to employ, and advance 
in employment, qualified special disabled veterans, veterans of the 
Vietnam era, and other eligible veterans.
    (f) Noncompliance. If the Contractor does not comply with the 
requirements of this clause, the Government may take appropriate actions 
under the rules, regulations, and relevant orders of the Secretary of 
Labor issued pursuant to the Act.
    (g) Subcontracts. The Contractor shall insert the terms of this 
clause in all subcontracts or purchase orders of $100,000 or more unless 
exempted by rules, regulations, or orders of the Secretary of Labor. The 
Contractor shall act as specified by the Deputy Assistant Secretary of 
Labor to enforce the terms, including action for noncompliance.

                             (End of clause)

    Alternate I (DEC 2001). As prescribed in 22.1310(a)(2), add the 
following as a preamble to the clause:

    Notice: The following term(s) of this clause are waived for this 
contract: ---------------- [List term(s)].

[66 FR 53490, Oct. 22, 2001, as amended at 71 FR 57369, Sept. 28, 2006]



52.222-36  Affirmative Action for Workers With Disabilities.

    As prescribed in 22.1408(a), insert the following clause:

       Affirmative Action for Workers With Disabilities (JUN 1998)

    (a) General. (1) Regarding any position for which the employee or 
applicant for employment is qualified, the Contractor shall not 
discriminate against any employee or applicant because of physical or 
mental disability. The Contractor agrees to take affirmative action to 
employ, advance in employment, and otherwise treat qualified individuals 
with disabilities without discrimination based upon their physical or 
mental disability in all employment practices such as--
    (i) Recruitment, advertising, and job application procedures;
    (ii) Hiring, upgrading, promotion, award of tenure, demotion, 
transfer, layoff, termination, right of return from layoff, and 
rehiring;
    (iii) Rates of pay or any other form of compensation and changes in 
compensation;
    (iv) Job assignments, job classifications, organizational 
structures, position descriptions, lines of progression, and seniority 
lists;
    (v) Leaves of absence, sick leave, or any other leave;
    (vi) Fringe benefits available by virtue of employment, whether or 
not administered by the Contractor;
    (vii) Selection and financial support for training, including 
apprenticeships, professional meetings, conferences, and other related 
activities, and selection for leaves of absence to pursue training;
    (viii) Activities sponsored by the Contractor, including social or 
recreational programs; and
    (ix) Any other term, condition, or privilege of employment.
    (2) The Contractor agrees to comply with the rules, regulations, and 
relevant orders of the Secretary of Labor (Secretary) issued under the 
Rehabilitation Act of 1973 (29 U.S.C. 793) (the Act), as amended.
    (b) Postings. (1) The Contractor agrees to post employment notices 
stating--
    (i) The Contractor's obligation under the law to take affirmative 
action to employ and advance in employment qualified individuals with 
disabilities; and
    (ii) The rights of applicants and employees.
    (2) These notices shall be posted in conspicuous places that are 
available to employees and applicants for employment. The Contractor 
shall ensure that applicants and employees with disabilities are 
informed of the contents of the notice (e.g., the Contractor may have 
the notice read to a visually disabled individual, or may lower the 
posted notice so that it might be read by a person in a wheelchair). The 
notices shall be in a form prescribed by the Deputy Assistant Secretary 
for Federal Contract Compliance of the U.S. Department of Labor (Deputy 
Assistant Secretary) and shall be provided by or through the Contracting 
Officer.
    (3) The Contractor shall notify each labor union or representative 
of workers with which it has a collective bargaining agreement or other 
contract understanding, that the Contractor is bound by the terms of 
Section 503 of the Act and is committed to take affirmative action to 
employ, and advance in employment, qualified individuals with physical 
or mental disabilities.
    (c) Noncompliance. If the Contractor does not comply with the 
requirements of this clause, appropriate actions may be taken

[[Page 161]]

under the rules, regulations, and relevant orders of the Secretary 
issued pursuant to the Act.
    (d) Subcontracts. The Contractor shall include the terms of this 
clause in every subcontract or purchase order in excess of $10,000 
unless exempted by rules, regulations, or orders of the Secretary. The 
Contractor shall act as specified by the Deputy Assistant Secretary to 
enforce the terms, including action for noncompliance.

                             (End of clause)

    Alternate I (JUN 1998). As prescribed in 22.1408(b), add the 
following as a preamble to the clause:

    Notice: The following term(s) of this clause are waived for this 
contract:

________________________________________________________________________

[List term(s)].

[63 FR 34075, June 22, 1998]



52.222-37  Employment Reports on Special Disabled Veterans, Veterans of the 

Vietnam Era, and Other Eligible Veterans.

    As prescribed in 22.1310(b), insert the following clause:

Employment Reports on Special Disabled Veterans, Veterans of the Vietnam 
               Era, and Other Eligible Veterans (SEP 2006)

    (a) Unless the Contractor is a State or local government agency, the 
Contractor shall report at least annually, as required by the Secretary 
of Labor, on--
    (1) The number of special disabled veterans, the number of veterans 
of the Vietnam era, and other eligible veterans in the workforce of the 
Contractor by job category and hiring location; and
    (2) The total number of new employees hired during the period 
covered by the report, and of the total, the number of special disabled 
veterans, the number of veterans of the Vietnam era, and the number of 
other eligible veterans; and
    (3) The maximum number and the minimum number of employees of the 
Contractor during the period covered by the report.
    (b) The Contractor shall report the above items by completing the 
Form VETS-100, entitled ``Federal Contractor Veterans'' Employment 
Report (VETS-100 Report)''.
    (c) The Contractor shall submit VETS-100 Reports no later than 
September 30 of each year beginning September 30, 1988.
    (d) The employment activity report required by paragraph (a)(2) of 
this clause shall reflect total hires during the most recent 12-month 
period as of the ending date selected for the employment profile report 
required by paragraph (a)(1) of this clause. Contractors may select an 
ending date--
    (1) As of the end of any pay period between July 1 and August 31 of 
the year the report is due; or
    (2) As of December 31, if the Contractor has prior written approval 
from the Equal Employment Opportunity Commission to do so for purposes 
of submitting the Employer Information Report EEO-1 (Standard Form 100).
    (e) The Contractor shall base the count of veterans reported 
according to paragraph (a) of this clause on voluntary disclosure. Each 
Contractor subject to the reporting requirements at 38 U.S.C. 4212 shall 
invite all special disabled veterans, veterans of the Vietnam era, and 
other eligible veterans who wish to benefit under the affirmative action 
program at 38 U.S.C. 4212 to identify themselves to the Contractor. The 
invitation shall state that--
    (1) The information is voluntarily provided;
    (2) The information will be kept confidential;
    (3) Disclosure or refusal to provide the information will not 
subject the applicant or employee to any adverse treatment; and
    (4) The information will be used only in accordance with the 
regulations promulgated under 38 U.S.C. 4212.
    (f) The Contractor shall insert the terms of this clause in all 
subcontracts or purchase orders of $100,000 or more unless exempted by 
rules, regulations, or orders of the Secretary of Labor.

                             (End of clause)

[66 FR 53491, Oct. 22, 2001, as amended at 71 FR 57369, Sept. 28, 2006]



52.222-38  Compliance with Veterans' Employment Reporting Requirements.

    As prescribed in 22.1310(c), insert the following provision:

 Compliance With Veterans' Employment Reporting Requirements (DEC 2001)

    By submission of its offer, the offeror represents that, if it is 
subject to the reporting requirements of 38 U.S.C. 4212(d) (i.e., if it 
has any contract containing Federal Acquisition Regulation clause 
52.222-37, Employment Reports on Special Disabled Veterans, Veterans of 
the Vietnam Era, and Other Eligible Veterans), it has submitted the most 
recent VETS-100 Report required by that clause.

                           (End of provision)

[66 FR 53491, Oct. 22, 2001]

[[Page 162]]



52.222-39  Notification of Employee Rights Concerning Payment of Union Dues or 

Fees.

    As prescribed in 22.1605, insert the following clause:

Notification of Employee Rights Concerning Payment of Union Dues or Fees 
                               (DEC 2004)

    (a) Definition. As used in this clause--
    United States means the 50 States, the District of Columbia, Puerto 
Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. 
Virgin Islands, and Wake Island.
    (b) Except as provided in paragraph (e) of this clause, during the 
term of this contract, the Contractor shall post a notice, in the form 
of a poster, informing employees of their rights concerning union 
membership and payment of union dues and fees, in conspicuous places in 
and about all its plants and offices, including all places where notices 
to employees are customarily posted. The notice shall include the 
following information (except that the information pertaining to 
National Labor Relations Board shall not be included in notices posted 
in the plants or offices of carriers subject to the Railway Labor Act, 
as amended (45 U.S.C. 151-188)).
    Notice to Employees
    Under Federal law, employees cannot be required to join a union or 
maintain membership in a union in order to retain their jobs. Under 
certain conditions, the law permits a union and an employer to enter 
into a union-security agreement requiring employees to pay uniform 
periodic dues and initiation fees. However, employees who are not union 
members can object to the use of their payments for certain purposes and 
can only be required to pay their share of union costs relating to 
collective bargaining, contract administration, and grievance 
adjustment.
    If you do not want to pay that portion of dues or fees used to 
support activities not related to collective bargaining, contract 
administration, or grievance adjustment, you are entitled to an 
appropriate reduction in your payment. If you believe that you have been 
required to pay dues or fees used in part to support activities not 
related to collective bargaining, contract administration, or grievance 
adjustment, you may be entitled to a refund and to an appropriate 
reduction in future payments.
    For further information concerning your rights, you may wish to 
contact the National Labor Relations Board (NLRB) either at one of its 
Regional offices or at the following address or toll free number:
    National Labor Relations Board
    Division of Information
    1099 14th Street, N.W.
    Washington, DC 20570
    1-866-667-6572
    1-866-316-6572 (TTY)
    To locate the nearest NLRB office, see NLRB's website at http://
www.nlrb.gov.
    (c) The Contractor shall comply with all provisions of Executive 
Order 13201 of February 17, 2001, and related implementing regulations 
at 29 CFR part 470, and orders of the Secretary of Labor.
    (d) In the event that the Contractor does not comply with any of the 
requirements set forth in paragraphs (b), (c), or (g), the Secretary may 
direct that this contract be cancelled, terminated, or suspended in 
whole or in part, and declare the Contractor ineligible for further 
Government contracts in accordance with procedures at 29 CFR part 470, 
Subpart B--Compliance Evaluations, Complaint Investigations and 
Enforcement Procedures. Such other sanctions or remedies may be imposed 
as are provided by 29 CFR part 470, which implements Executive Order 
13201, or as are otherwise provided by law.
    (e) The requirement to post the employee notice in paragraph (b) 
does not apply to--
    (1) Contractors and subcontractors that employ fewer than 15 
persons;
    (2) Contractor establishments or construction work sites where no 
union has been formally recognized by the Contractor or certified as the 
exclusive bargaining representative of the Contractor's employees;
    (3) Contractor establishments or construction work sites located in 
a jurisdiction named in the definition of the United States in which the 
law of that jurisdiction forbids enforcement of union-security 
agreements;
    (4) Contractor facilities where upon the written request of the 
Contractor, the Department of Labor Deputy Assistant Secretary for 
Labor-Management Programs has waived the posting requirements with 
respect to any of the Contractor's facilities if the Deputy Assistant 
Secretary finds that the Contractor has demonstrated that--
    (i) The facility is in all respects separate and distinct from 
activities of the Contractor related to the performance of a contract; 
and
    (ii) Such a waiver will not interfere with or impede the 
effectuation of the Executive order; or
    (5) Work outside the United States that does not involve the 
recruitment or employment of workers within the United States.
    (f) The Department of Labor publishes the official employee notice 
in two variations; one for contractors covered by the Railway Labor Act 
and a second for all other contractors. The Contractor shall--
    (1) Obtain the required employee notice poster from the Division of 
Interpretations and Standards, Office of Labor-Management Standards, 
U.S. Department of Labor, 200 Constitution Avenue, NW, Room N-5605, 
Washington, DC 20210, or from any field office of the Department's 
Office of Labor-

[[Page 163]]

Management Standards or Office of Federal Contract Compliance Programs;
    (2) Download a copy of the poster from the Office of Labor-
Management Standards website at http://www.olms.dol.gov; or
    (3) Reproduce and use exact duplicate copies of the Department of 
Labor's official poster.
    (g) The Contractor shall include the substance of this clause in 
every subcontract or purchase order that exceeds the simplified 
acquisition threshold, entered into in connection with this contract, 
unless exempted by the Department of Labor Deputy Assistant Secretary 
for Labor-Management Programs on account of special circumstances in the 
national interest under authority of 29 CFR 470.3(c). For indefinite 
quantity subcontracts, the Contractor shall include the substance of 
this clause if the value of orders in any calendar year of the 
subcontract is expected to exceed the simplified acquisition threshold. 
Pursuant to 29 CFR part 470, Subpart B--Compliance Evaluations, 
Complaint Investigations and Enforcement Procedures, the Secretary of 
Labor may direct the Contractor to take such action in the enforcement 
of these regulations, including the imposition of sanctions for 
noncompliance with respect to any such subcontract or purchase order. If 
the Contractor becomes involved in litigation with a subcontractor or 
vendor, or is threatened with such involvement, as a result of such 
direction, the Contractor may request the United States, through the 
Secretary of Labor, to enter into such litigation to protect the 
interests of the United States.

                             (End of clause)

[69 FR 76354, Dec. 20, 2004]



52.222-40  [Reserved]



52.222-41  Service Contract Act of 1965.

    As prescribed in 22.1006(a), insert the following clause:

                 Service Contract Act of 1965 (NOV 2007)

    (a) Definitions. As used in this clause--
    Act means the Service Contract Act of 1965 (41 U.S.C. 351, et seq.)
    Contractor when this clause is used in any subcontract, shall be 
deemed to refer to the subcontractor, except in the term ``Government 
Prime Contractor.''
    Service employee means any person engaged in the performance of this 
contract other than any person employed in a bona fide executive, 
administrative, or professional capacity, as these terms are defined in 
part 541 of title 29, Code of Federal Regulations, as revised. It 
includes all such persons regardless of any contractual relationship 
that may be alleged to exist between a Contractor or subcontractor and 
such persons.
    (b) Applicability. This contract is subject to the following 
provisions and to all other applicable provisions of the Act and 
regulations of the Secretary of Labor (29 CFR part 4). This clause does 
not apply to contracts or subcontracts administratively exempted by the 
Secretary of Labor or exempted by 41 U.S.C. 356, as interpreted in 
subpart C of 29 CFR part 4.
    (c) Compensation. (1) Each service employee employed in the 
performance of this contract by the Contractor or any subcontractor 
shall be paid not less than the minimum monetary wages and shall be 
furnished fringe benefits in accordance with the wages and fringe 
benefits determined by the Secretary of Labor, or authorized 
representative, as specified in any wage determination attached to this 
contract.
    (2)(i) If a wage determination is attached to this contract, the 
Contractor shall classify any class of service employee which is not 
listed therein and which is to be employed under the contract (i.e., the 
work to be performed is not performed by any classification listed in 
the wage determination) so as to provide a reasonable relationship 
(i.e., appropriate level of skill comparison) between such unlisted 
classifications and the classifications listed in the wage 
determination. Such conformed class of employees shall be paid the 
monetary wages and furnished the fringe benefits as are determined 
pursuant to the procedures in this paragraph (c).
    (ii) This conforming procedure shall be initiated by the Contractor 
prior to the performance of contract work by the unlisted class of 
employee. The Contractor shall submit Standard Form (SF) 1444, Request 
for Authorization of Additional Classification and Rate, to the 
Contracting Officer no later than 30 days after the unlisted class of 
employee performs any contract work. The Contracting Officer shall 
review the proposed classification and rate and promptly submit the 
completed SF 1444 (which must include information regarding the 
agreement or disagreement of the employees' authorized representatives 
or the employees themselves together with the agency recommendation), 
and all pertinent information to the Wage and Hour Division, Employment 
Standards Administration U.S. Department of Labor. The Wage and Hour 
Division will approve, modify, or disapprove the action or render a 
final determination in the event of disagreement within 30 days of 
receipt or will notify the Contracting Officer within 30 days of receipt 
that additional time is necessary.
    (iii) The final determination of the conformance action by the Wage 
and Hour Division shall be transmitted to the Contracting Officer who 
shall promptly notify the Contractor of the action taken. Each affected

[[Page 164]]

employee shall be furnished by the Contractor with a written copy of 
such determination or it shall be posted as a part of the wage 
determination.
    (iv)(A) The process of establishing wage and fringe benefit rates 
that bear a reasonable relationship to those listed in a wage 
determination cannot be reduced to any single formula. The approach used 
may vary from wage determination to wage determination depending on the 
circumstances. Standard wage and salary administration practices which 
rank various job classifications by pay grade pursuant to point schemes 
or other job factors may, for example, be relied upon. Guidance may also 
be obtained from the way different jobs are rated under Federal pay 
systems (Federal Wage Board Pay System and the General Schedule) or from 
other wage determinations issued in the same locality. Basic to the 
establishment of any conformable wage rate(s) is the concept that a pay 
relationship should be maintained between job classifications based on 
the skill required and the duties performed.
    (B) In the case of a contract modification, an exercise of an 
option, or extension of an existing contract, or in any other case where 
a Contractor succeeds a contract under which the classification in 
question was previously conformed pursuant to paragraph (c) of this 
clause, a new conformed wage rate and fringe benefits may be assigned to 
the conformed classification by indexing (i.e., adjusting) the previous 
conformed rate and fringe benefits by an amount equal to the average 
(mean) percentage increase (or decrease, where appropriate) between the 
wages and fringe benefits specified for all classifications to be used 
on the contract which are listed in the current wage determination, and 
those specified for the corresponding classifications in the previously 
applicable wage determination. Where conforming actions are accomplished 
in accordance with this paragraph prior to the performance of contract 
work by the unlisted class of employees, the Contractor shall advise the 
Contracting Officer of the action taken but the other procedures in 
subdivision (c)(2)(ii) of this clause need not be followed.
    (C) No employee engaged in performing work on this contract shall in 
any event be paid less than the currently applicable minimum wage 
specified under section 6(a)(1) of the Fair Labor Standards Act of 1938, 
as amended.
    (v) The wage rate and fringe benefits finally determined under this 
subparagraph (c)(2) of this clause shall be paid to all employees 
performing in the classification from the first day on which contract 
work is performed by them in the classification. Failure to pay the 
unlisted employees the compensation agreed upon by the interested 
parties and/or finally determined by the Wage and Hour Division 
retroactive to the date such class of employees commenced contract work 
shall be a violation of the Act and this contract.
    (vi) Upon discovery of failure to comply with subparagraph (c)(2) of 
this clause, the Wage and Hour Division shall make a final determination 
of conformed classification, wage rate, and/or fringe benefits which 
shall be retroactive to the date such class or classes of employees 
commenced contract work.
    (3) Adjustment of Compensation. If the term of this contract is more 
than 1 year, the minimum monetary wages and fringe benefits required to 
be paid or furnished thereunder to service employees under this contract 
shall be subject to adjustment after 1 year and not less often than once 
every 2 years, under wage determinations issued by the Wage and Hour 
Division.
    (d) Obligation to Furnish Fringe Benefits. The Contractor or 
subcontractor may discharge the obligation to furnish fringe benefits 
specified in the attachment or determined under subparagraph (c)(2) of 
this clause by furnishing equivalent combinations of bona fide fringe 
benefits, or by making equivalent or differential cash payments, only in 
accordance with subpart D of 29 CFR part 4.
    (e) Minimum Wage. In the absence of a minimum wage attachment for 
this contract, neither the Contractor nor any subcontractor under this 
contract shall pay any person performing work under this contract 
(regardless of whether the person is a service employee) less than the 
minimum wage specified by section 6(a)(1) of the Fair Labor Standards 
Act of 1938. Nothing in this clause shall relieve the Contractor or any 
subcontractor of any other obligation under law or contract for payment 
of a higher wage to any employee.
    (f) Successor Contracts. If this contract succeeds a contract 
subject to the Act under which substantially the same services were 
furnished in the same locality and service employees were paid wages and 
fringe benefits provided for in a collective bargaining agreement, in 
the absence of the minimum wage attachment for this contract setting 
forth such collectively bargained wage rates and fringe benefits, 
neither the Contractor nor any subcontractor under this contract shall 
pay any service employee performing any of the contract work (regardless 
of whether or not such employee was employed under the predecessor 
contract), less than the wages and fringe benefits provided for in such 
collective bargaining agreement, to which such employee would have been 
entitled if employed under the predecessor contract, including accrued 
wages and fringe benefits and any prospective increases in wages and 
fringe benefits provided for under such agreement. No Contractor or 
subcontractor under this contract may be relieved

[[Page 165]]

of the foregoing obligation unless the limitations of 29 CFR 4.1b(b) 
apply or unless the Secretary of Labor or the Secretary's authorized 
representative finds, after a hearing as provided in 29 CFR 4.10 that 
the wages and/or fringe benefits provided for in such agreement are 
substantially at variance with those which prevail for services of a 
character similar in the locality, or determines, as provided in 29 CFR 
4.11, that the collective bargaining agreement applicable to service 
employees employed under the predecessor contract was not entered into 
as a result of arm's length negotiations. Where it is found in 
accordance with the review procedures provided in 29 CFR 4.10 and/or 
4.11 and parts 6 and 8 that some or all of the wages and/or fringe 
benefits contained in a predecessor Contractor's collective bargaining 
agreement are substantially at variance with those which prevail for 
services of a character similar in the locality, and/or that the 
collective bargaining agreement applicable to service employees employed 
under the predecessor contract was not entered into as a result of arm's 
length negotiations, the Department will issue a new or revised wage 
determination setting forth the applicable wage rates and fringe 
benefits. Such determination shall be made part of the contract or 
subcontract, in accordance with the decision of the Administrator, the 
Administrative Law Judge, or the Administrative Review Board, as the 
case may be, irrespective of whether such issuance occurs prior to or 
after the award of a contract or subcontract (53 Comp. Gen. 401 (1973)). 
In the case of a wage determination issued solely as a result of a 
finding of substantial variance, such determination shall be effective 
as of the date of the final administrative decision.
    (g) Notification to Employees. The Contractor and any subcontractor 
under this contract shall notify each service employee commencing work 
on this contract of the minimum monetary wage and any fringe benefits 
required to be paid pursuant to this contract, or shall post the wage 
determination attached to this contract. The poster provided by the 
Department of Labor (Publication WH 1313) shall be posted in a prominent 
and accessible place at the worksite. Failure to comply with this 
requirement is a violation of section 2(a)(4) of the Act and of this 
contract.
    (h) Safe and Sanitary Working Conditions. The Contractor or 
subcontractor shall not permit any part of the services called for by 
this contract to be performed in buildings or surroundings or under 
working conditions provided by or under the control or supervision of 
the Contractor or subcontractor which are unsanitary, hazardous, or 
dangerous to the health or safety of the service employees. The 
Contractor or subcontractor shall comply with the safety and health 
standards applied under 29 CFR part 1925.
    (i) Records. (1) The Contractor and each subcontractor performing 
work subject to the Act shall make and maintain for 3 years from the 
completion of the work, and make them available for inspection and 
transcription by authorized representatives of the Wage and Hour 
Division, Employment Standards Administration, a record of the 
following:
    (i) For each employee subject to the Act--
    (A) Name and address and social security number;
    (B) Correct work classification or classifications, rate or rates of 
monetary wages paid and fringe benefits provided, rate or rates of 
payments in lieu of fringe benefits, and total daily and weekly 
compensation;
    (C) Daily and weekly hours worked by each employee; and
    (D) Any deductions, rebates, or refunds from the total daily or 
weekly compensation of each employee.
    (ii) For those classes of service employees not included in any wage 
determination attached to this contract, wage rates or fringe benefits 
determined by the interested parties or by the Administrator or 
authorized representative under the terms of paragraph (c) of this 
clause. A copy of the report required by subdivision (c)(2)(ii) of this 
clause will fulfill this requirement.
    (iii) Any list of the predecessor Contractor's employees which had 
been furnished to the Contractor as prescribed by paragraph (n) of this 
clause.
    (2) The Contractor shall also make available a copy of this contract 
for inspection or transcription by authorized representatives of the 
Wage and Hour Division.
    (3) Failure to make and maintain or to make available these records 
for inspection and transcription shall be a violation of the regulations 
and this contract, and in the case of failure to produce these records, 
the Contracting Officer, upon direction of the Department of Labor and 
notification to the Contractor, shall take action to cause suspension of 
any further payment or advance of funds until the violation ceases.
    (4) The Contractor shall permit authorized representatives of the 
Wage and Hour Division to conduct interviews with employees at the 
worksite during normal working hours.
    (j) Pay Periods. The Contractor shall unconditionally pay to each 
employee subject to the Act all wages due free and clear and without 
subsequent deduction (except as otherwise provided by law or 
Regulations, 29 CFR part 4), rebate, or kickback on any account. These 
payments shall be made no later than one pay period following the end of 
the regular pay period in which the wages were earned or accrued. A pay 
period under this Act may not be of any duration longer than semi-
monthly.
    (k) Withholding of Payments and Termination of Contract. The 
Contracting Officer

[[Page 166]]

shall withhold or cause to be withheld from the Government Prime 
Contractor under this or any other Government contract with the Prime 
Contractor such sums as an appropriate official of the Department of 
Labor requests or such sums as the Contracting Officer decides may be 
necessary to pay underpaid employees employed by the Contractor or 
subcontractor. In the event of failure to pay any employees subject to 
the Act all or part of the wages or fringe benefits due under the Act, 
the Contracting Officer may, after authorization or by direction of the 
Department of Labor and written notification to the Contractor, take 
action to cause suspension of any further payment or advance of funds 
until such violations have ceased. Additionally, any failure to comply 
with the requirements of this clause may be grounds for termination of 
the right to proceed with the contract work. In such event, the 
Government may enter into other contracts or arrangements for completion 
of the work, charging the Contractor in default with any additional 
cost.
    (l) Subcontracts. The Contractor agrees to insert this clause in all 
subcontracts subject to the Act.
    (m) Collective Bargaining Agreements Applicable to Service 
Employees. If wages to be paid or fringe benefits to be furnished any 
service employees employed by the Government Prime Contractor or any 
subcontractor under the contract are provided for in a collective 
bargaining agreement which is or will be effective during any period in 
which the contract is being performed, the Government Prime Contractor 
shall report such fact to the Contracting Officer, together with full 
information as to the application and accrual of such wages and fringe 
benefits, including any prospective increases, to service employees 
engaged in work on the contract, and a copy of the collective bargaining 
agreement. Such report shall be made upon commencing performance of the 
contract, in the case of collective bargaining agreements effective at 
such time, and in the case of such agreements or provisions or 
amendments thereof effective at a later time during the period of 
contract performance such agreements shall be reported promptly after 
negotiation thereof.
    (n) Seniority List. Not less than 10 days prior to completion of any 
contract being performed at a Federal facility where service employees 
may be retained in the performance of the succeeding contract and 
subject to a wage determination which contains vacation or other benefit 
provisions based upon length of service with a Contractor (predecessor) 
or successor (29 CFR 4.173), the incumbent Prime Contractor shall 
furnish the Contracting Officer a certified list of the names, of all 
service employees on the Contractor's or subcontractor's payroll during 
the last month of contract performance. Such list shall also contain 
anniversary dates of employment on the contract either with the current 
or predecessor Contractors of each such service employee. The 
Contracting Officer shall turn over such list to the successor 
Contractor at the commencement of the succeeding contract.
    (o) Rulings and Interpretations. Rulings and interpretations of the 
Act are contained in Regulations, 29 CFR part 4.
    (p) Contractor's Certification. (1) By entering into this contract, 
the Contractor (and officials thereof) certifies that neither it (nor he 
or she) nor any person or firm who has a substantial interest in the 
Contractor's firm is a person or firm ineligible to be awarded 
Government contracts by virtue of the sanctions imposed under section 5 
of the Act.
    (2) No part of this contract shall be subcontracted to any person or 
firm ineligible for award of a Government contract under section 5 of 
the Act.
    (3) The penalty for making false statements is prescribed in the 
U.S. Criminal Code, 18 U.S.C. 1001.
    (q) Variations, Tolerances, and Exemptions Involving Employment. 
Notwithstanding any of the provisions in paragraphs (b) through (o) of 
this clause, the following employees may be employed in accordance with 
the following variations, tolerances, and exemptions, which the 
Secretary of Labor, pursuant to section 4(b) of the Act prior to its 
amendment by Pub. L. 92-473, found to be necessary and proper in the 
public interest or to avoid serious impairment of the conduct of 
Government business.
    (1) Apprentices, student-learners, and workers whose earning 
capacity is impaired by age, physical or mental deficiency or injury may 
be employed at wages lower than the minimum wages otherwise required by 
section 2(a)(1) or 2(b)(1) of the Act without diminishing any fringe 
benefits or cash payments in lieu thereof required under section 2(a)(2) 
of the Act, in accordance with the conditions and procedures prescribed 
for the employment of apprentices, student-learners, handicapped 
persons, and handicapped clients of sheltered workshops under section 14 
of the Fair Labor Standards Act of 1938, in the regulations issued by 
the Administrator (29 CFR parts 520, 521, 524, and 525).
    (2) The Administrator will issue certificates under the Act for the 
employment of apprentices, student-learners, handicapped persons, or 
handicapped clients of sheltered workshops not subject to the Fair Labor 
Standards Act of 1938, or subject to different minimum rates of pay 
under the two acts, authorizing appropriate rates of minimum wages (but 
without changing requirements concerning fringe benefits or 
supplementary cash payments in lieu thereof), applying procedures 
prescribed by the applicable regulations issued under the Fair Labor 
Standards

[[Page 167]]

Act of 1938 (29 CFR parts 520, 521, 524, and 525).
    (3) The Administrator will also withdraw, annul, or cancel such 
certificates in accordance with the regulations in 29 CFR parts 525 and 
528.
    (r) Apprentices. Apprentices will be permitted to work at less than 
the predetermined rate for the work they perform when they are employed 
and individually registered in a bona fide apprenticeship program 
registered with a State Apprenticeship Agency which is recognized by the 
U.S. Department of Labor, or if no such recognized agency exists in a 
State, under a program registered with the Office of Apprenticeship and 
Training, Employer, and Labor Services (OATELS), U.S. Department of 
Labor. Any employee who is not registered as an apprentice in an 
approved program shall be paid the wage rate and fringe benefits 
contained in the applicable wage determination for the journeyman 
classification of work actually performed. The wage rates paid 
apprentices shall not be less than the wage rate for their level of 
progress set forth in the registered program, expressed as the 
appropriate percentage of the journeyman's rate contained in the 
applicable wage determination. The allowable ratio of apprentices to 
journeymen employed on the contract work in any craft classification 
shall not be greater than the ratio permitted to the Contractor as to 
his entire work force under the registered program.
    (s) Tips. An employee engaged in an occupation in which the employee 
customarily and regularly receives more than $30 a month in tips may 
have the amount of these tips credited by the employer against the 
minimum wage required by section 2(a)(1) or section 2(b)(1) of the Act, 
in accordance with section 3(m) of the Fair Labor Standards Act and 
Regulations 29 CFR part 531. However, the amount of credit shall not 
exceed $1.34 per hour beginning January l, 1981. To use this provision--
    (1) The employer must inform tipped employees about this tip credit 
allowance before the credit is utilized;
    (2) The employees must be allowed to retain all tips (individually 
or through a pooling arrangement and regardless of whether the employer 
elects to take a credit for tips received);
    (3) The employer must be able to show by records that the employee 
receives at least the applicable Service Contract Act minimum wage 
through the combination of direct wages and tip credit; and
    (4) The use of such tip credit must have been permitted under any 
predecessor collective bargaining agreement applicable by virtue of 
section 4(c) of the Act.
    (t) Disputes Concerning Labor Standards. The U.S. Department of 
Labor has set forth in 29 CFR parts 4, 6, and 8 procedures for resolving 
disputes concerning labor standards requirements. Such disputes shall be 
resolved in accordance with those procedures and not the Disputes clause 
of this contract. Disputes within the meaning of this clause include 
disputes between the Contractor (or any of its subcontractors) and the 
contracting agency, the U.S. Department of Labor, or the employees or 
their representatives.

                             (End of clause)

[54 FR 19828, May 8, 1989, as amended at 70 FR 33669, June 8, 2005; 72 
FR 63082, Nov. 7, 2007]



52.222-42  Statement of Equivalent Rates for Federal Hires.

    As prescribed in 22.1006(b), insert the following clause:

       Statement of Equivalent Rates for Federal Hires (MAY 1989)

    In compliance with the Service Contract Act of 1965, as amended, and 
the regulations of the Secretary of Labor (29 CFR part 4), this clause 
identifies the classes of service employees expected to be employed 
under the contract and states the wages and fringe benefits payable to 
each if they were employed by the contracting agency subject to the 
provisions of 5 U.S.C. 5341 or 5332.

 This Statement is for Information Only: It Is Not a Wage Determination

 
                                                  Monetary wage--Fringe
                 Employee class                          benefits
 
                                                 .......................
                                                 .......................
                                                 .......................
                                                 .......................
                                                 .......................
                                                 .......................
 

                             (End of clause)

[54 FR 19831, May 8, 1989]



52.222-43  Fair Labor Standards Act and Service Contract Act--Price Adjustment 

(Multiple Year and Option Contracts).

    As prescribed in 22.1006(c)(1), insert the following clause:

[[Page 168]]

  Fair Labor Standards Act and Service Contract Act--Price Adjustment 
             (Multiple Year and Option Contracts) (SEP 2009)

    (a) This clause applies to both contracts subject to area prevailing 
wage determinations and contracts subject to collective bargaining 
agreements.
    (b) The Contractor warrants that the prices in this contract do not 
include any allowance for any contingency to cover increased costs for 
which adjustment is provided under this clause.
    (c) The wage determination, issued under the Service Contract Act of 
1965, as amended, (41 U.S.C. 351, et seq.), by the Administrator, Wage 
and Hour Division, Employment Standards Administration, U.S. Department 
of Labor, current on the anniversary date of a multiple year contract or 
the beginning of each renewal option period, shall apply to this 
contract. If no such determination has been made applicable to this 
contract, then the Federal minimum wage as established by section 
6(a)(1) of the Fair Labor Standards Act of 1938, as amended, (29 U.S.C. 
206) current on the anniversary date of a multiple year contract or the 
beginning of each renewal option period, shall apply to this contract.
    (d) The contract price, contract unit price labor rates, or fixed 
hourly labor rates will be adjusted to reflect the Contractor's actual 
increase or decrease in applicable wages and fringe benefits to the 
extent that the increase is made to comply with or the decrease is 
voluntarily made by the Contractor as a result of:
    (1) The Department of Labor wage determination applicable on the 
anniversary date of the multiple year contract, or at the beginning of 
the renewal option period. For example, the prior year wage 
determination required a minimum wage rate of $4.00 per hour. The 
Contractor chose to pay $4.10. The new wage determination increases the 
minimum rate to $4.50 per hour. Even if the Contractor voluntarily 
increases the rate to $4.75 per hour, the allowable price adjustment is 
$.40 per hour;
    (2) An increased or decreased wage determination otherwise applied 
to the contract by operation of law; or
    (3) An amendment to the Fair Labor Standards Act of l938 that is 
enacted after award of this contract, affects the minimum wage, and 
becomes applicable to this contract under law.
    (e) Any adjustment will be limited to increases or decreases in 
wages and fringe benefits as described in paragraph (d) of this clause, 
and the accompanying increases or decreases in social security and 
unemployment taxes and workers' compensation insurance, but shall not 
otherwise include any amount for general and administrative costs, 
overhead, or profit.
    (f) The Contractor shall notify the Contracting Officer of any 
increase claimed under this clause within 30 days after receiving a new 
wage determination unless this notification period is extended in 
writing by the Contracting Officer. The Contractor shall promptly notify 
the Contracting Officer of any decrease under this clause, but nothing 
in the clause shall preclude the Government from asserting a claim 
within the period permitted by law. The notice shall contain a statement 
of the amount claimed and the change in fixed hourly rates (if this is a 
time-and-materials or labor-hour contract), and any relevant supporting 
data, including payroll records, that the Contracting Officer may 
reasonably require. Upon agreement of the parties, the contract price, 
contract unit price labor rates, or fixed hourly rates shall be modified 
in writing. The Contractor shall continue performance pending agreement 
on or determination of any such adjustment and its effective date.
    (g) The Contracting Officer or an authorized representative shall 
have access to and the right to examine any directly pertinent books, 
documents, papers and records of the Contractor until the expiration of 
3 years after final payment under the contract.

                             (End of clause)

[54 FR 19831, May 8, 1989, as amended at 71 FR 67779, Nov. 22, 2006; 74 
FR 40461, Aug. 11, 2009]



52.222-44  Fair Labor Standards Act and Service Contract Act--Price 

Adjustment.

    As prescribed in 22.1006(c)(2), insert the following clause:

Fair Labor Standards Act and Service Contract Act--Price Adjustment (SEP 
                                  2009)

    (a) This clause applies to both contracts subject to area prevailing 
wage determinations and contracts subject to Contractor collective 
bargaining agreements.
    (b) The Contractor warrants that the prices in this contract do not 
include any allowance for any contingency to cover increased costs for 
which adjustment is provided under this clause.
    (c) The contract price, contract unit price labor rates, or fixed 
hourly labor rates will be adjusted to reflect increases or decreases by 
the Contractor in wages and fringe benefits to the extent that these 
increases or decreases are made to comply with--
    (1) An increased or decreased wage determination applied to this 
contract by operation of law; or

[[Page 169]]

    (2) An amendment to the Fair Labor Standards Act of 1938 that is 
enacted subsequent to award of this contract, affects the minimum wage, 
and becomes applicable to this contract under law.
    (d) Any such adjustment will be limited to increases or decreases in 
wages and fringe benefits as described in paragraph (c) of this clause, 
and to the accompanying increases or decreases in social security and 
unemployment taxes and workers' compensation insurance; it shall not 
otherwise include any amount for general and administrative costs, 
overhead, or profit.
    (e) The Contractor shall notify the Contracting Officer of any 
increase claimed under this clause within 30 days after the effective 
date of the wage change, unless this period is extended by the 
Contracting Officer in writing. The Contractor shall promptly notify the 
Contracting Officer of any decrease under this clause, but nothing in 
the clause shall preclude the Government from asserting a claim within 
the period permitted by law. The notice shall contain a statement of the 
amount and the change in fixed hourly rates (if this is a time-and-
materials or labor-hour contract) claimed and any relevant supporting 
data that the Contracting Officer may reasonably require. Upon agreement 
of the parties, the contract price, contract unit price labor rates, or 
fixed hourly rates shall be modified in writing. The Contractor shall 
continue performance pending agreement on or determination of any such 
adjustment and its effective date.
    (f) The Contracting Officer or an authorized representative shall, 
until the expiration of 3 years after final payment under the contract, 
have access to and the right to examine any directly pertinent books, 
documents, papers, and records of the Contractor.

                             (End of clause)

[54 FR 19831, May 8, 1989, as amended at 67 FR 6121, Feb. 8, 2002; 74 FR 
40461, Aug. 11, 2009]



52.222-45  [Reserved]



52.222-46  Evaluation of Compensation for Professional Employees.

    As prescribed in 22.1103, insert the following provision:

    Evaluation of Compensation for Professional Employees (FEB 1993)

    (a) Recompetition of service contracts may in some cases result in 
lowering the compensation (salaries and fringe benefits) paid or 
furnished professional employees. This lowering can be detrimental in 
obtaining the quality of professional services needed for adequate 
contract performance. It is therefore in the Government's best interest 
that professional employees, as defined in 29 CFR 541, be properly and 
fairly compensated. As a part of their proposals, offerors will submit a 
total compensation plan setting forth salaries and fringe benefits 
proposed for the professional employees who will work under the 
contract. The Government will evaluate the plan to assure that it 
reflects a sound management approach and understanding of the contract 
requirements. This evaluation will include an assessment of the 
offeror's ability to provide uninterrupted high-quality work. The 
professional compensation proposed will be considered in terms of its 
impact upon recruiting and retention, its realism, and its consistency 
with a total plan for compensation. Supporting information will include 
data, such as recognized national and regional compensation surveys and 
studies of professional, public and private organizations, used in 
establishing the total compensation structure.
    (b) The compensation levels proposed should reflect a clear 
understanding of work to be performed and should indicate the capability 
of the proposed compensation structure to obtain and keep suitably 
qualified personnel to meet mission objectives. The salary rates or 
ranges must take into account differences in skills, the complexity of 
various disciplines, and professional job difficulty. Additionally, 
proposals envisioning compensation levels lower than those of 
predecessor contractors for the same work will be evaluated on the basis 
of maintaining program continuity, uninterrupted high-quality work, and 
availability of required competent professional service employees. 
Offerors are cautioned that lowered compensation for essentially the 
same professional work may indicate lack of sound management judgment 
and lack of understanding of the requirement.
    (c) The Government is concerned with the quality and stability of 
the work force to be employed on this contract. Professional 
compensation that is unrealistically low or not in reasonable 
relationship to the various job categories, since it may impair the 
Contractor's ability to attract and retain competent professional 
service employees, may be viewed as evidence of failure to comprehend 
the complexity of the contract requirements.
    (d) Failure to comply with these provisions may constitute 
sufficient cause to justify rejection of a proposal.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 57 FR 60582, Dec. 21, 1992]

[[Page 170]]



52.222-47  [Reserved]



52.222-48  Exemption from Application of the Service Contract Act to Contracts 

for Maintenance, Calibration, or Repair of Certain Equipment Certification.

    As prescribed in 22.1006(e)(1), insert the following provision:

Exemption From Application of the Service Contract Act to Contracts for 
 Maintenance, Calibration, or Repair of Certain Equipment Certification 
                               (FEB 2009)

    (a) The offeror shall check the following certification:
    CERTIFICATION
    The offeror [squ] does [squ] does not certify that--
    (1) The items of equipment to be serviced under this contract are 
used regularly for other than Government purposes, and are sold or 
traded by the offeror (or subcontractor in the case of an exempt 
subcontractor) in substantial quantities to the general public in the 
course of normal business operations;
    (2) The services will be furnished at prices which are, or are based 
on, established catalog or market prices for the maintenance, 
calibration, or repair of equipment.
    (i) An ``established catalog price'' is a price included in a 
catalog, price list, schedule, or other form that is regularly 
maintained by the manufacturer or the offeror, is either published or 
otherwise available for inspection by customers, and states prices at 
which sales currently, or were last, made to a significant number of 
buyers constituting the general public.
    (ii) An ``established market price'' is a current price, established 
in the usual course of trade between buyers and sellers free to bargain, 
which can be substantiated from sources independent of the manufacturer 
or offeror; and
    (3) The compensation (wage and fringe benefits) plan for all service 
employees performing work under the contract are the same as that used 
for these employees and equivalent employees servicing the same 
equipment of commercial customers.
    (b) Certification by the offeror as to its compliance with respect 
to the contract also constitutes its certification as to compliance by 
its subcontractor if it subcontracts out the exempt services. If the 
offeror certifies to the conditions in paragraph (a) of this provision, 
and the Contracting Officer determines in accordance with FAR 22.1003-
4(c)(3) that the Service Contract Act--
    (1) Will not apply to this offeror, then the Service Contract Act of 
1965 clause in this solicitation will not be included in any resultant 
contract to this offeror; or
    (2) Will apply to this offeror, then the clause at 52.222-51, 
Exemption from Application of the Service Contract Act to Contracts for 
Maintenance, Calibration, or Repair of Certain Equipment--Requirements, 
in this solicitation will not be included in any resultant contract 
awarded to this offeror, and the offeror may be provided an opportunity 
to submit a new offer on that basis.
    (c) If the offeror does not certify to the conditions in paragraph 
(a) of this provision--
    (1) The clause in this solicitation at 52.222-51, Exemption from 
Application of the Service Contract Act to Contracts for Maintenance, 
Calibration, or Repair of Certain Equipment--Requirements, will not be 
included in any resultant contract awarded to this offeror; and
    (2) The offeror shall notify the Contracting Officer as soon as 
possible, if the Contracting Officer did not attach a Service Contract 
Act wage determination to the solicitation.
    (d) The Contracting Officer may not make an award to the offeror, if 
the offeror fails to execute the certification in paragraph (a) of this 
provision or to contact the Contracting Officer as required in paragraph 
(c) of this provision.

                           (End of provision)

[72 FR 63082, Nov. 7, 2007, as amended at 74 FR 2731, Jan. 15, 2009]



52.222-49  Service Contract Act--Place of Performance Unknown.

    As prescribed in 22.1006(f), insert the following clause:

      Service Contract Act--Place of Performance Unknown (MAY 1989)

    (a) This contract is subject to the Service Contract Act, and the 
place of performance was unknown when the solicitation was issued. In 
addition to places or areas identified in wage determinations, if any, 
attached to the solicitation, wage determinations have also been 
requested for the following: ------------ (insert places or areas). The 
Contracting Officer will request wage determinations for additional 
places or areas of performance if asked to do so in writing by --------
---- (insert time and date).
    (b) Offerors who intend to perform in a place or area of performance 
for which a wage determination has not been attached or requested may 
nevertheless submit bids or proposals. However, a wage determination 
shall be requested and incorporated in the resultant contract 
retroactive to the date of contract award, and there shall be no 
adjustment in the contract price.

[[Page 171]]

                             (End of clause)

[54 FR 19832, May 8, 1989, as amended at 71 FR 36935, June 28, 2006]



52.222-50  Combating Trafficking in Persons.

    As prescribed in 22.1705(a), insert the following clause:

               Combating Trafficking in Persons (FEB 2009)

    (a) Definitions. As used in this clause--
    Coercion means--
    (1) Threats of serious harm to or physical restraint against any 
person;
    (2) Any scheme, plan, or pattern intended to cause a person to 
believe that failure to perform an act would result in serious harm to 
or physical restraint against any person; or
    (3) The abuse or threatened abuse of the legal process.
    Commercial sex act means any sex act on account of which anything of 
value is given to or received by any person.
    Debt bondage means the status or condition of a debtor arising from 
a pledge by the debtor of his or her personal services or of those of a 
person under his or her control as a security for debt, if the value of 
those services as reasonably assessed is not applied toward the 
liquidation of the debt or the length and nature of those services are 
not respectively limited and defined.
    Employee means an employee of the Contractor directly engaged in the 
performance of work under the contract who has other than a minimal 
impact or involvement in contract performance.
    Forced Labor means knowingly providing or obtaining the labor or 
services of a person--
    (1) By threats of serious harm to, or physical restraint against, 
that person or another person;
    (2) By means of any scheme, plan, or pattern intended to cause the 
person to believe that, if the person did not perform such labor or 
services, that person or another person would suffer serious harm or 
physical restraint; or
    (3) By means of the abuse or threatened abuse of law or the legal 
process.
    Involuntary servitude includes a condition of servitude induced by 
means of--
    (1) Any scheme, plan, or pattern intended to cause a person to 
believe that, if the person did not enter into or continue in such 
conditions, that person or another person would suffer serious harm or 
physical restraint; or
    (2) The abuse or threatened abuse of the legal process.
    Severe forms of trafficking in persons means--
    (1) Sex trafficking in which a commercial sex act is induced by 
force, fraud, or coercion, or in which the person induced to perform 
such act has not attained 18 years of age; or
    (2) The recruitment, harboring, transportation, provision, or 
obtaining of a person for labor or services, through the use of force, 
fraud, or coercion for the purpose of subjection to involuntary 
servitude, peonage, debt bondage, or slavery.
    Sex trafficking means the recruitment, harboring, transportation, 
provision, or obtaining of a person for the purpose of a commercial sex 
act.
    (b) Policy. The United States Government has adopted a zero 
tolerance policy regarding trafficking in persons. Contractors and 
contractor employees shall not--
    (1) Engage in severe forms of trafficking in persons during the 
period of performance of the contract;
    (2) Procure commercial sex acts during the period of performance of 
the contract; or
    (3) Use forced labor in the performance of the contract.
    (c) Contractor requirements. The Contractor shall--
    (1) Notify its employees of--
    (i) The United States Government's zero tolerance policy described 
in paragraph (b) of this clause; and
    (ii) The actions that will be taken against employees for violations 
of this policy. Such actions may include, but are not limited to, 
removal from the contract, reduction in benefits, or termination of 
employment; and
    (2) Take appropriate action, up to and including termination, 
against employees or subcontractors that violate the policy in paragraph 
(b) of this clause.
    (d) Notification. The Contractor shall inform the Contracting 
Officer immediately of--
    (1) Any information it receives from any source (including host 
country law enforcement) that alleges a Contractor employee, 
subcontractor, or subcontractor employee has engaged in conduct that 
violates this policy; and
    (2) Any actions taken against Contractor employees, subcontractors, 
or subcontractor employees pursuant to this clause.
    (e) Remedies. In addition to other remedies available to the 
Government, the Contractor's failure to comply with the requirements of 
paragraphs (c), (d), or (f) of this clause may result in --
    (1) Requiring the Contractor to remove a Contractor employee or 
employees from the performance of the contract;
    (2) Requiring the Contractor to terminate a subcontract;
    (3) Suspension of contract payments;
    (4) Loss of award fee, consistent with the award fee plan, for the 
performance period in

[[Page 172]]

which the Government determined Contractor non-compliance;
    (5) Termination of the contract for default or cause, in accordance 
with the termination clause of this contract; or
    (6) Suspension or debarment.
    (f) Subcontracts. The Contractor shall include the substance of this 
clause, including this paragraph (f), in all subcontracts.
    (g) Mitigating Factor. The Contracting Officer may consider whether 
the Contractor had a Trafficking in Persons awareness program at the 
time of the violation as a mitigating factor when determining remedies. 
Additional information about Trafficking in Persons and examples of 
awareness programs can be found at the website for the Department of 
State's Office to Monitor and Combat Trafficking in Persons at http://
www.state.gov/g/tip.

                             (End of clause)

    Alternate I (AUG 2007). As prescribed in 22.1705(b), substitute the 
following paragraph in place of paragraph (c)(1)(i) of the basic clause:

    (i)(A) The United States Government's zero tolerance policy 
described in paragraph (b) of this clause; and
    (B) The following directive(s) or notice(s) applicable to employees 
performing work at the contract place(s) of performance as indicated 
below:

----------------------------------------------------------------------------------------------------------------
                                              Document may be
              Document Title                   obtained from:              Applies Performance to in/at:
----------------------------------------------------------------------------------------------------------------
----------------                           ----------------.....  ----------------
----------------                           ----------------.....  ----------------
----------------------------------------------------------------------------------------------------------------

    [Contracting Officer shall insert title of directive/notice; 
indicate the document is attached or provide source (such as website 
link) for obtaining document; and, indicate the contract performance 
location outside the U.S. to which the document applies.]

[71 FR 20303, Apr. 19, 2006, as amended at 72 FR 46341, Aug. 17, 2007; 
74 FR 2745, Jan. 15, 2009]



52.222-51  Exemption from Application of the Service Contract Act to Contracts 

for Maintenance, Calibration, or Repair of Certain Equipment--Requirements.

    As prescribed in 22.1006(e)(2), insert the following clause:

Exemption From Application of the Service Contract Act to Contracts for 
 Maintenance, Calibration, or Repair of Certain Equipment--Requirements 
                               (NOV 2007)

    (a) The items of equipment to be serviced under this contract are 
used regularly for other than Government purposes, and are sold or 
traded by the Contractor in substantial quantities to the general public 
in the course of normal business operations.
    (b) The services shall be furnished at prices which are, or are 
based on, established catalog or market prices for the maintenance, 
calibration, or repair of equipment.
    (1) An ``established catalog price'' is a price included in a 
catalog, price list, schedule, or other form that is regularly 
maintained by the manufacturer or the Contractor, is either published or 
otherwise available for inspection by customers, and states prices at 
which sales currently, or were last, made to a significant number of 
buyers constituting the general public.
    (2) An ``established market price'' is a current price, established 
in the usual course of trade between buyers and sellers free to bargain, 
which can be substantiated from sources independent of the manufacturer 
or Contractor.
    (c) The compensation (wage and fringe benefits) plan for all service 
employees performing work under the contract shall be the same as that 
used for these employees and for equivalent employees servicing the same 
equipment of commercial customers.
    (d) The Contractor is responsible for compliance with all the 
conditions of this exemption by its subcontractors. The Contractor shall 
determine the applicability of this exemption to any subcontract on or 
before subcontract award. In making a judgment that the exemption 
applies, the Contractor shall consider all factors and make an 
affirmative determination that all of the conditions in paragraphs (a) 
through (c) of this clause will be met.
    (e) If the Department of Labor determines that any conditions for 
exemption in paragraphs (a) through (c) of this clause have not been 
met, the exemption shall be deemed inapplicable, and the contract shall 
become subject to the Service Contract Act. In such case, the procedures 
at 29 CFR 4.123(e)(1)(iv) and 29 CFR 4.5(c) will be followed.
    (f) The Contractor shall include the substance of this clause, 
including this paragraph (f), in subcontracts for exempt services under 
this contract.

                             (End of clause)

[72 FR 63082, Nov. 7, 2007]

[[Page 173]]



52.222-52  Exemption from Application of the Service Contract Act to Contracts 

for Certain Services--Certification.

    As prescribed in 22.1006(e)(3), insert the following provision:

Exemption From Application of the Service Contract Act to Contracts for 
               Certain Services--Certification (NOV 2007)

    (a) The offeror shall check the following certification:
    CERTIFICATION
    The offeror [squ] does [squ] does not certify that--
    (1) The services under the contract are offered and sold regularly 
to non-Governmental customers, and are provided by the offeror (or 
subcontractor in the case of an exempt subcontract) to the general 
public in substantial quantities in the course of normal business 
operations;
    (2) The contract services are furnished at prices that are, or are 
based on, established catalog or market prices. An ``established catalog 
price'' is a price included in a catalog, price list, schedule, or other 
form that is regularly maintained by the manufacturer or the offeror, is 
either published or otherwise available for inspection by customers, and 
states prices at which sales currently, or were last, made to a 
significant number of buyers constituting the general public. An 
``established market price'' is a current price, established in the 
usual course of ordinary and usual trade between buyers and sellers free 
to bargain, which can be substantiated from sources independent of the 
manufacturer or offeror;
    (3) Each service employee who will perform the services under the 
contract will spend only a small portion of his or her time (a monthly 
average of less than 20 percent of the available hours on an annualized 
basis, or less than 20 percent of available hours during the contract 
period if the contract period is less than a month) servicing the 
Government contract; and
    (4) The offeror uses the same compensation (wage and fringe 
benefits) plan for all service employees performing work under the 
contract as the offeror uses for these employees and for equivalent 
employees servicing commercial customers.
    (b) Certification by the offeror as to its compliance with respect 
to the contract also constitutes its certification as to compliance by 
its subcontractor if it subcontracts out the exempt services. If the 
offeror certifies to the conditions in paragraph (a) of this provision, 
and the Contracting Officer determines in accordance with FAR 22.1003-
4(d)(3) that the Service Contract Act--
    (1) Will not apply to this offeror, then the Service Contract Act of 
1965 clause in this solicitation will not be included in any resultant 
contract to this offeror; or
    (2) Will apply to this offeror, then the clause at FAR 52.222-53, 
Exemption from Application of the Service Contract Act to Contracts for 
Certain Services--Requirements, in this solicitation will not be 
included in any resultant contract awarded to this offer, and the 
offeror may be provided an opportunity to submit a new offer on that 
basis.
    (c) If the offeror does not certify to the conditions in paragraph 
(a) of this provision--
    (1) The clause of this solicitation at 52.222-53, Exemption from 
Application of the Service Contract Act to Contracts for Certain 
Services--Requirements, will not be included in any resultant contract 
to this offeror; and
    (2) The offeror shall notify the Contracting Officer as soon as 
possible if the Contracting Officer did not attach a Service Contract 
Act wage determination to the solicitation.
    (d) The Contracting Officer may not make an award to the offeror, if 
the offeror fails to execute the certification in paragraph (a) of this 
provision or to contact the Contracting Officer as required in paragraph 
(c) of this provision.

                           (End of provision)

[72 FR 63082, Nov. 7, 2007]



52.222-53  Exemption from Application of the Service Contract Act to Contracts 

for Certain Services--Requirements.

    As prescribed in 22.1006(e)(4), insert the following clause:

Exemption From Application of the Service Contract Act to Contracts for 
                Certain Services--Requirements (FEB 2009)

    (a) The services under this contract are offered and sold regularly 
to non-Governmental customers, and are provided by the Contractor to the 
general public in substantial quantities in the course of normal 
business operations.
    (b) The contract services are furnished at prices that are, or are 
based on, established catalog or market prices. An ``established catalog 
price'' is a price included in a catalog, price list, schedule, or other 
form that is regularly maintained by the manufacturer or the Contractor, 
is either published or otherwise available for inspection by customers, 
and states prices at which sales currently, or were last, made to a 
significant number of buyers constituting the general public. An 
``established market price'' is a current price, established in the 
usual course of ordinary and usual trade between buyers and sellers free 
to bargain, which can be substantiated from sources independent of the 
manufacturer or Contractor.

[[Page 174]]

    (c) Each service employee who will perform the services under the 
contract will spend only a small portion of his or her time (a monthly 
average of less than 20 percent of the available hours on an annualized 
basis, or less than 20 percent of available hours during the contract 
period if the contract period is less than a month) servicing the 
Government contract.
    (d) The Contractor uses the same compensation (wage and fringe 
benefits) plan for all service employees performing work under the 
contract as the Contractor uses for these employees and for equivalent 
employees servicing commercial customers.
    (e)(1) Except for services identified in FAR 22.1003-4(d)(1)(iv), 
the subcontractor for exempt services shall be selected for award based 
on other factors in addition to price or cost with the combination of 
other factors at least as important as price or cost; or
    (2) A subcontract for exempt services shall be awarded on a sole 
source basis.
    (f) The Contractor is responsible for compliance with all the 
conditions of this exemption by its subcontractors. The Contractor shall 
determine in advance, based on the nature of the subcontract 
requirements and knowledge of the practices of likely subcontractors, 
that all or nearly all likely subcontractors will meet the conditions in 
paragraphs (a) through (d) of this clause. If the services are currently 
being performed under a subcontract, the Contractor shall consider the 
practices of the existing subcontractor in making a determination 
regarding the conditions in paragraphs (a) through (d) of this clause. 
If the Contractor has reason to doubt the validity of the certification, 
the requirements of the Service Contract Act shall be included in the 
subcontract.
    (g) If the Department of Labor determines that any conditions for 
exemption at paragraphs (a) through (e) of this clause have not been 
met, the exemption shall be deemed inapplicable, and the contract shall 
become subject to the Service Contract Act. In such case, the procedures 
in at 29 CFR 4.123(e)(2)(iii) and 29 CFR 4.5(c) will be followed.
    (h) The Contractor shall include the substance of this clause, 
including this paragraph (h), in subcontracts for exempt services under 
this contract.

                             (End of clause)

[72 FR 63082, Nov. 7, 2007, as amended at 74 FR 2731, Jan. 15, 2009]



52.222-54  Employment Eligibility Verification.

    As prescribed in 22.1803, insert the following clause:

             Employment Eligibility Verification (JAN 2009)

    (a) Definitions. As used in this clause--
    Commercially available off-the-shelf (COTS) item--
    (1) Means any item of supply that is--
    (i) A commercial item (as defined in paragraph (1) of the definition 
at 2.101);
    (ii) Sold in substantial quantities in the commercial marketplace; 
and
    (iii) Offered to the Government, without modification, in the same 
form in which it is sold in the commercial marketplace; and
    (2) Does not include bulk cargo, as defined in section 3 of the 
Shipping Act of 1984 (46 U.S.C. App. 1702), such as agricultural 
products and petroleum products. Per 46 CFR 525.1(c)(2), ``bulk cargo'' 
means cargo that is loaded and carried in bulk onboard ship without mark 
or count, in a loose unpackaged form, having homogenous characteristics. 
Bulk cargo loaded into intermodal equipment, except LASH or Seabee 
barges, is subject to mark and count and, therefore, ceases to be bulk 
cargo.
    Employee assigned to the contract means an employee who was hired 
after November 6, 1986, who is directly performing work, in the United 
States, under a contract that is required to include the clause 
prescribed at 22.1803. An employee is not considered to be directly 
performing work under a contract if the employee--
    (1) Normally performs support work, such as indirect or overhead 
functions; and
    (2) Does not perform any substantial duties applicable to the 
contract.
    Subcontract means any contract, as defined in 2.101, entered into by 
a subcontractor to furnish supplies or services for performance of a 
prime contract or a subcontract. It includes but is not limited to 
purchase orders, and changes and modifications to purchase orders.
    Subcontractor means any supplier, distributor, vendor, or firm that 
furnishes supplies or services to or for a prime Contractor or another 
subcontractor.
    United States, as defined in 8 U.S.C. 1101(a)(38), means the 50 
States, the District of Columbia, Puerto Rico, Guam, and the U.S. Virgin 
Islands.
    (b) Enrollment and verification requirements. (1) If the Contractor 
is not enrolled as a Federal Contractor in E-Verify at time of contract 
award, the Contractor shall--
    (i) Enroll. Enroll as a Federal Contractor in the E-Verify program 
within 30 calendar days of contract award;
    (ii) Verify all new employees. Within 90 calendar days of enrollment 
in the E-Verify program, begin to use E-Verify to initiate verification 
of employment eligibility of all new hires of the Contractor, who are 
working in the United States, whether or not assigned to the contract, 
within 3 business

[[Page 175]]

days after the date of hire (but see paragraph (b)(3) of this section); 
and
    (iii) Verify employees assigned to the contract. For each employee 
assigned to the contract, initiate verification within 90 calendar days 
after date of enrollment or within 30 calendar days of the employee's 
assignment to the contract, whichever date is later (but see paragraph 
(b)(4) of this section).
    (2) If the Contractor is enrolled as a Federal Contractor in E-
Verify at time of contract award, the Contractor shall use E-Verify to 
initiate verification of employment eligibility of--
    (i) All new employees. (A) Enrolled 90 calendar days or more. The 
Contractor shall initiate verification of all new hires of the 
Contractor, who are working in the United States, whether or not 
assigned to the contract, within 3 business days after the date of hire 
(but see paragraph (b)(3) of this section); or
    (B) Enrolled less than 90 calendar days. Within 90 calendar days 
after enrollment as a Federal Contractor in E-Verify, the Contractor 
shall initiate verification of all new hires of the Contractor, who are 
working in the United States, whether or not assigned to the contract, 
within 3 business days after the date of hire (but see paragraph (b)(3) 
of this section); or
    (ii) Employees assigned to the contract. For each employee assigned 
to the contract, the Contractor shall initiate verification within 90 
calendar days after date of contract award or within 30 days after 
assignment to the contract, whichever date is later (but see paragraph 
(b)(4) of this section).
    (3) If the Contractor is an institution of higher education (as 
defined at 20 U.S.C. 1001(a)); a State or local government or the 
government of a Federally recognized Indian tribe; or a surety 
performing under a takeover agreement entered into with a Federal agency 
pursuant to a performance bond, the Contractor may choose to verify only 
employees assigned to the contract, whether existing employees or new 
hires. The Contractor shall follow the applicable verification 
requirements at (b)(1) or (b)(2), respectively, except that any 
requirement for verification of new employees applies only to new 
employees assigned to the contract.
    (4) Option to verify employment eligibility of all employees. The 
Contractor may elect to verify all existing employees hired after 
November 6, 1986, rather than just those employees assigned to the 
contract. The Contractor shall initiate verification for each existing 
employee working in the United States who was hired after November 6, 
1986, within 180 calendar days of--
    (i) Enrollment in the E-Verify program; or
    (ii) Notification to E-Verify Operations of the Contractor's 
decision to exercise this option, using the contact information provided 
in the E-Verify program Memorandum of Understanding (MOU).
    (5) The Contractor shall comply, for the period of performance of 
this contract, with the requirements of the E-Verify program MOU.
    (i) The Department of Homeland Security (DHS) or the Social Security 
Administration (SSA) may terminate the Contractor's MOU and deny access 
to the E-Verify system in accordance with the terms of the MOU. In such 
case, the Contractor will be referred to a suspension or debarment 
official.
    (ii) During the period between termination of the MOU and a decision 
by the suspension or debarment official whether to suspend or debar, the 
Contractor is excused from its obligations under paragraph (b) of this 
clause. If the suspension or debarment official determines not to 
suspend or debar the Contractor, then the Contractor must reenroll in E-
Verify.
    (c) Web site. Information on registration for and use of the E-
Verify program can be obtained via the Internet at the Department of 
Homeland Security Web site: http://www.dhs.gov/E-Verify.
    (d) Individuals previously verified. The Contractor is not required 
by this clause to perform additional employment verification using E-
Verify for any employee--
    (1) Whose employment eligibility was previously verified by the 
Contractor through the E-Verify program;
    (2) Who has been granted and holds an active U.S. Government 
security clearance for access to confidential, secret, or top secret 
information in accordance with the National Industrial Security Program 
Operating Manual; or
    (3) Who has undergone a completed background investigation and been 
issued credentials pursuant to Homeland Security Presidential Directive 
(HSPD)-12, Policy for a Common Identification Standard for Federal 
Employees and Contractors.
    (e) Subcontracts. The Contractor shall include the requirements of 
this clause, including this paragraph (e) (appropriately modified for 
identification of the parties), in each subcontract that--
    (1) Is for--(i) Commercial or noncommercial services (except for 
commercial services that are part of the purchase of a COTS item (or an 
item that would be a COTS item, but for minor modifications), performed 
by the COTS provider, and are normally provided for that COTS item); or
    (ii) Construction;
    (2) Has a value of more than $3,000; and
    (3) Includes work performed in the United States.

                             (End of clause)

[73 FR 67704, Nov. 14, 2008, as amended at 73 FR 72242, Nov. 26, 2008]

[[Page 176]]



52.223-1  Biobased Product Certification.

    As prescribed in 23.406(a), insert the following provision:

                Biobased Product Certification (DEC 2007)

    As required by the Farm Security and Rural Investment Act of 2002 
and the Energy Policy Act of 2005 (7 U.S.C. 8102(c)(3)), the offeror 
certifies, by signing this offer, that biobased products (within 
categories of products listed by the United States Department of 
Agriculture in 7 CFR part 2902, subpart B) to be used or delivered in 
the performance of the contract, other than biobased products that are 
not purchased by the offeror as a direct result of this contract, will 
comply with the applicable specifications or other contractual 
requirements.

                           (End of provision)

[72 FR 63045, Nov. 7, 2007]



52.223-2  Affirmative Procurement of Biobased Products Under Service and 

Construction Contracts.

    As prescribed in 23.406(b), insert the following clause:

     Affirmative Procurement of Biobased Products Under Service and 
                    Construction Contracts (DEC 2007)

    (a) In the performance of this contract, the contractor shall make 
maximum use of biobased products that are United States Department of 
Agriculture (USDA)-designated items unless--
    (1) The product cannot be acquired--
    (i) Competitively within a time frame providing for compliance with 
the contract performance schedule;
    (ii) Meeting contract performance requirements; or
    (iii) At a reasonable price.
    (2) The product is to be used in an application covered by a USDA 
categorical exemption (see 7 CFR 2902.10 et seq.). For example, some 
USDA-designated items such as mobile equipment hydraulic fluids, diesel 
fuel additives, and penetrating lubricants are excluded from the 
preferred procurement requirement for the application of the USDA-
designated item to one or both of the following:
    (i) Spacecraft system and launch support equipment.
    (ii) Military equipment, i.e., a product or system designed or 
procured for combat or combat-related missions.
    (b) Information about this requirement and these products is 
available at http://www.usda.gov/biopreferred.

                             (End of clause)

[72 FR 63045, Nov. 7, 2007]



52.223-3  Hazardous Material Identification and Material Safety Data.

    As prescribed in 23.303, insert the following clause:

  Hazardous Material Identification and Material Safety Data (JAN 1997)

    (a) Hazardous material, as used in this clause, includes any 
material defined as hazardous under the latest version of Federal 
Standard No. 313 (including revisions adopted during the term of the 
contract).
    (b) The offeror must list any hazardous material, as defined in 
paragraph (a) of this clause, to be delivered under this contract. The 
hazardous material shall be properly identified and include any 
applicable identification number, such as National Stock Number or 
Special Item Number. This information shall also be included on the 
Material Safety Data Sheet submitted under this contract.

Material (If none, insert None)
________________________________________________________________________

________________________________________________________________________

________________________________________________________________________

Identification No.

________________________________________________________________________

________________________________________________________________________

________________________________________________________________________

    (c) This list must be updated during performance of the contract 
whenever the Contractor determines that any other material to be 
delivered under this contract is hazardous.
    (d) The apparently successful offeror agrees to submit, for each 
item as required prior to award, a Material Safety Data Sheet, meeting 
the requirements of 29 CFR 1910.1200(g) and the latest version of 
Federal Standard No. 313, for all hazardous material identified in 
paragraph (b) of this clause. Data shall be submitted in accordance with 
Federal Standard No. 313, whether or not the apparently successful 
offeror is the actual manufacturer of these items. Failure to submit the 
Material Safety Data Sheet prior to award may result in the apparently 
successful offeror being considered nonresponsible and ineligible for 
award.
    (e) If, after award, there is a change in the composition of the 
item(s) or a revision to Federal Standard No. 313, which renders 
incomplete or inaccurate the data submitted under paragraph (d) of this 
clause, the Contractor shall promptly notify the Contracting Officer and 
resubmit the data.

[[Page 177]]

    (f) Neither the requirements of this clause nor any act or failure 
to act by the Government shall relieve the Contractor of any 
responsibility or liability for the safety of Government, Contractor, or 
subcontractor personnel or property.
    (g) Nothing contained in this clause shall relieve the Contractor 
from complying with applicable Federal, State, and local laws, codes, 
ordinances, and regulations (including the obtaining of licenses and 
permits) in connection with hazardous material.
    (h) The Government's rights in data furnished under this contract 
with respect to hazardous material are as follows:
    (1) To use, duplicate and disclose any data to which this clause is 
applicable. The purposes of this right are to--
    (i) Apprise personnel of the hazards to which they may be exposed in 
using, handling, packaging, transporting, or disposing of hazardous 
materials;
    (ii) Obtain medical treatment for those affected by the material; 
and
    (iii) Have others use, duplicate, and disclose the data for the 
Government for these purposes.
    (2) To use, duplicate, and disclose data furnished under this 
clause, in accordance with subparagraph (h)(1) of this clause, in 
precedence over any other clause of this contract providing for rights 
in data.
    (3) The Government is not precluded from using similar or identical 
data acquired from other sources.

                             (End of clause)

    Alternate I (JUL 1995). If the contract is awarded by an agency 
other than the Department of Defense, add the following paragraph (i) to 
the basic clause:

    (i) Except as provided in paragraph (i)(2) the Contractor shall 
prepare and submit a sufficient number of Material Safety Data Sheets 
(MSDS's), meeting the requirements of 29 CFR 1910.1200(g) and the latest 
version of Federal Standard No. 313, for all hazardous materials 
identified in paragraph (b) of this clause.
    (1) For items shipped to consignees, the Contractor shall include a 
copy of the MSDS with the packing list or other suitable shipping 
document which accompanies each shipment. Alternatively, the Contractor 
is permitted to transmit MSDS's to consignees in advance of receipt of 
shipments by consignees, if authorized in writing by the Contracting 
Officer.
    (2) For items shipped to consignees identified by mailing address as 
agency depots, distribution centers or customer supply centers, the 
Contractor shall provide one copy of the MSDS's in or on each shipping 
container. If affixed to the outside of each container, the MSDS must be 
placed in a weather resistant envelope.

[56 FR 55375, Oct. 25, 1991, as amended at 60 FR 34740, July 3, 1995; 62 
FR 238, Jan. 2, 1997]



52.223-4  Recovered Material Certification.

    As prescribed in 23.406(c), insert the following provision:

               Recovered Material Certification (MAY 2008)

    As required by the Resource Conservation and Recovery Act of 1976 
(42 U.S.C. 6962(c)(3)(A)(i)), the offeror certifies, by signing this 
offer, that the percentage of recovered materials content for EPA-
designated items to be delivered or used in the performance of the 
contract will be at least the amount required by the applicable contract 
specifications or other contractual requirements.

                           (End of provision)

[62 FR 44812, Aug. 22, 1997, as amended at 65 FR 36021, June 6, 2000; 72 
FR 63045, Nov. 7, 2007; 73 FR 21790, Apr. 22, 2008]



52.223-5  Pollution Prevention and Right-to-Know Information.

    As prescribed in 23.1005, insert the following clause:

      Pollution Prevention and Right-to-Know Information (AUG 2003)

    (a) Definitions. As used in this clause--
    Priority chemical means a chemical identified by the Interagency 
Environmental Leadership Workgroup or, alternatively, by an agency 
pursuant to section 503 of Executive Order 13148 of April 21, 2000, 
Greening the Government through Leadership in Environmental Management.
    Toxic chemical means a chemical or chemical category listed in 40 
CFR 372.65.
    (b) Executive Order 13148 requires Federal facilities to comply with 
the provisions of the Emergency Planning and Community Right-to-Know Act 
of 1986 (EPCRA) (42 U.S.C. 11001-11050) and the Pollution Prevention Act 
of 1990 (PPA) (42 U.S.C. 13101-13109).
    (c) The Contractor shall provide all information needed by the 
Federal facility to comply with the following:
    (1) The emergency planning reporting requirements of section 302 of 
EPCRA.
    (2) The emergency notice requirements of section 304 of EPCRA.
    (3) The list of Material Safety Data Sheets, required by section 311 
of EPCRA.
    (4) The emergency and hazardous chemical inventory forms of section 
312 of EPCRA.

[[Page 178]]

    (5) The toxic chemical release inventory of section 313 of EPCRA, 
which includes the reduction and recycling information required by 
section 6607 of PPA.
    (6) The toxic chemical, priority chemical, and hazardous substance 
release and use reduction goals of sections 502 and 503 of Executive 
Order 13148.

                             (End of clause)

    Alternate I (AUG 2003). As prescribed in 23.1005(b), add the 
following paragraph (c)(7) to the basic clause:

    (c)(7) The environmental management system as described in section 
401 of E.O. 13148.

    Alternate II (AUG 2003). As prescribed in 23.1005(c), add the 
following paragraph (c)(7) to the basic clause. If Alternate I is also 
prescribed, renumber paragraph (c)(7) as paragraph (c)(8).

    (c)(7) The facility compliance audits as described in section 402 of 
E.O. 13148.

[68 FR 43870, July 24, 2003]



52.223-6  Drug-Free Workplace.

    As prescribed in 23.505, insert the following clause:

                     Drug-Free Workplace (MAY 2001)

    (a) Definitions. As used in this clause--
    Controlled substance means a controlled substance in schedules I 
through V of section 202 of the Controlled Substances Act (21 U.S.C. 
812) and as further defined in regulation at 21 CFR 1308.11-1308.15.
    Conviction means a finding of guilt (including a plea of nolo 
contendere) or imposition of sentence, or both, by any judicial body 
charged with the responsibility to determine violations of the Federal 
or State criminal drug statutes.
    Criminal drug statute means a Federal or non-Federal criminal 
statute involving the manufacture, distribution, dispensing, possession 
or use of any controlled substance.
    Drug-free workplace means the site(s) for the performance of work 
done by the Contractor in connection with a specific contract where 
employees of the Contractor are prohibited from engaging in the unlawful 
manufacture, distribution, dispensing, possession, or use of a 
controlled substance.
    Employee means an employee of a Contractor directly engaged in the 
performance of work under a Government contract. Directly engaged is 
defined to include all direct cost employees and any other Contractor 
employee who has other than a minimal impact or involvement in contract 
performance.
    Individual means an offeror/contractor that has no more than one 
employee including the offeror/contractor.
    (b) The Contractor, if other than an individual, shall--within 30 
days after award (unless a longer period is agreed to in writing for 
contracts of 30 days or more performance duration); or as soon as 
possible for contracts of less than 30 days performance duration--
    (1) Publish a statement notifying its employees that the unlawful 
manufacture, distribution, dispensing, possession, or use of a 
controlled substance is prohibited in the contractor's workplace and 
specifying the actions that will be taken against employees for 
violations of such prohibition;
    (2) Establish an ongoing drug-free awareness program to inform such 
employees about--
    (i) The dangers of drug abuse in the workplace;
    (ii) The contractor's policy of maintaining a drug-free workplace;
    (iii) Any available drug counseling, rehabilitation, and employee 
assistance programs; and
    (iv) The penalties that may be imposed upon employees for drug abuse 
violations occurring in the workplace.
    (3) Provide all employees engaged in performance of the contract 
with a copy of the statement required by subparagraph (b)(1) of this 
clause;
    (4) Notify such employees in writing in the statement required by 
subparagraph (b)(1) of this clause that, as a condition of continued 
employment on this contract, the employee will--
    (i) Abide by the terms of the statement; and
    (ii) Notify the employer in writing of the employee's conviction 
under a criminal drug statute for a violation occurring in the workplace 
no later than 5 days after such conviction.
    (5) Notify the Contracting Officer in writing within 10 days after 
receiving notice under subdivision (b)(4)(ii) of this clause, from an 
employee or otherwise receiving actual notice of such conviction. The 
notice shall include the position title of the employee;
    (6) Within 30 days after receiving notice under subdivision 
(b)(4)(ii) of this clause of a conviction, take one of the following 
actions with respect to any employee who is convicted of a drug abuse 
violation occurring in the workplace:
    (i) Taking appropriate personnel action against such employee, up to 
and including termination; or
    (ii) Require such employee to satisfactorily participate in a drug 
abuse assistance or rehabilitation program approved for such purposes by 
a Federal, State, or local health,

[[Page 179]]

law enforcement, or other appropriate agency; and
    (7) Make a good faith effort to maintain a drug-free workplace 
through implementation of subparagraphs (b)(1) through (b)(6) of this 
clause.
    (c) The Contractor, if an individual, agrees by award of the 
contract or acceptance of a purchase order, not to engage in the 
unlawful manufacture, distribution, dispensing, possession, or use of a 
controlled substance while performing this contract.
    (d) In addition to other remedies available to the Government, the 
Contractor's failure to comply with the requirements of paragraph (b) or 
(c) of this clause may, pursuant to FAR 23.506, render the Contractor 
subject to suspension of contract payments, termination of the contract 
for default, and suspension or debarment.

                             (End of clause)

[54 FR 4970, Jan. 31, 1989; 54 FR 6931, Feb. 15, 1989, as amended at 55 
FR 21708, May 25, 1990; 55 FR 30465, July 26, 1990; 61 FR 69292, Dec. 
31, 1996; 66 FR 2135, Jan. 10, 2001]



52.223-7  Notice of radioactive materials.

    As prescribed in 23.602, insert the following clause:

               Notice of Radioactive Materials (JAN 1997)

    (a) The Contractor shall notify the Contracting Officer or designee, 
in writing, ------ * days prior to the delivery of, or prior to 
completion of any servicing required by this contract of, items 
containing either (1) radioactive material requiring specific licensing 
under the regulations issued pursuant to the Atomic Energy Act of 1954, 
as amended, as set forth in title 10 of the Code of Federal Regulations, 
in effect on the date of this contract, or (2) other radioactive 
material not requiring specific licensing in which the specific activity 
is greater than 0.002 microcuries per gram or the activity per item 
equals or exceeds 0.01 microcuries. Such notice shall specify the part 
or parts of the items which contain radioactive materials, a description 
of the materials, the name and activity of the isotope, the manufacturer 
of the materials, and any other information known to the Contractor 
which will put users of the items on notice as to the hazards involved 
(OMB No. 9000-0107).
---------------------------------------------------------------------------

    * The Contracting Officer shall insert the number of days required 
in advance of delivery of the item or completion of the servicing to 
assure that required licenses are obtained and appropriate personnel are 
notified to institute any necessary safety and health precautions. See 
FAR 23.601(d).
---------------------------------------------------------------------------

    (b) If there has been no change affecting the quantity of activity, 
or the characteristics and composition of the radioactive material from 
deliveries under this contract or prior contracts, the Contractor may 
request that the Contracting Officer or designee waive the notice 
requirement in paragraph (a) of this clause. Any such request shall--
    (1) Be submitted in writing;
    (2) State that the quantity of activity, characteristics, and 
composition of the radioactive material have not changed; and
    (3) Cite the contract number on which the prior notification was 
submitted and the contracting office to which it was submitted.
    (c) All items, parts, or subassemblies which contain radioactive 
materials in which the specific activity is greater than 0.002 
microcuries per gram or activity per item equals or exceeds 0.01 
microcuries, and all containers in which such items, parts or 
subassemblies are delivered to the Government shall be clearly marked 
and labeled as required by the latest revision of MIL-STD 129 in effect 
on the date of the contract.
    (d) This clause, including this paragraph (d), shall be inserted in 
all subcontracts for radioactive materials meeting the criteria in 
paragraph (a) of this clause.

                             (End of clause)

[56 FR 55375, Oct. 25, 1991, as amended at 62 FR 239, Jan. 2, 1997]



52.223-8  [Reserved]



52.223-9  Estimate of Percentage of Recovered Material Content for EPA-

Designated Items.

    As prescribed in 23.406(d), insert the following clause:

Estimate of Percentage of Recovered Material Content for EPA-Designated 
                            Items (MAY 2008)

    (a) Definitions. As used in this clause--
    Postconsumer material means a material or finished product that has 
served its intended use and has been discarded for disposal or recovery, 
having completed its life as a consumer item. Postconsumer material is a 
part of the broader category of ``recovered material.''
    Recovered material means waste materials and by-products recovered 
or diverted from solid waste, but the term does not include those 
materials and by-products generated from, and commonly reused within, an 
original manufacturing process.
    (b) The Contractor, on completion of this contract, shall--
    (1) Estimate the percentage of the total recovered material content 
for EPA-designated

[[Page 180]]

item(s) delivered and/or used in contract performance, including, if 
applicable, the percentage of post-consumer material content; and
    (2) Submit this estimate to ---------------- [Contracting Officer 
complete in accordance with agency procedures].

                             (End of clause)

    Alternate I (MAY 2008). As prescribed in 23.406(d), redesignate 
paragraph (b) of the basic clause as paragraph (c) and add the following 
paragraph (b) to the basic clause:

    (b) The Contractor shall execute the following certification 
required by the Resource Conservation and Recovery Act of 1976 (42 
U.S.C. 6962(i)(2)(C)):

                              Certification

    I, ------------------------------ (name of certifier), am an officer 
or employee responsible for the performance of this contract and hereby 
certify that the percentage of recovered material content for EPA-
designated items met the applicable contract specifications or other 
contractual requirements.
________________________________________________________________________
(Signature of the Officer or Employee)
________________________________________________________________________
(Typed Name of the Officer or Employee)
________________________________________________________________________
(Title)
________________________________________________________________________
(Name of Company, Firm, or Organization)
________________________________________________________________________
(Date)
________________________________________________________________________

                         (End of certification)

[65 FR 36021, June 6, 2000, as amended at 72 FR 63045, Nov. 7, 2007; 73 
FR 21790, Apr. 22, 2008]



52.223-10  Waste Reduction Program.

    As prescribed in 23.706(a), insert the following clause:

                   Waste Reduction Program (AUG 2000)

    (a) Definitions. As used in this clause--
    Recycling means the series of activities, including collection, 
separation, and processing, by which products or other materials are 
recovered from the solid waste stream for use in the form of raw 
materials in the manufacture of products other than fuel for producing 
heat or power by combustion.
    Waste prevention means any change in the design, manufacturing, 
purchase, or use of materials or products (including packaging) to 
reduce their amount or toxicity before they are discarded. Waste 
prevention also refers to the reuse of products or materials.
    Waste reduction means preventing or decreasing the amount of waste 
being generated through waste prevention, recycling, or purchasing 
recycled and environmentally preferable products.
    (b) Consistent with the requirements of Section 701 of Executive 
Order 13101, the Contractor shall establish a program to promote cost-
effective waste reduction in all operations and facilities covered by 
this contract. The Contractor's programs shall comply with applicable 
Federal, State, and local requirements, specifically including Section 
6002 of the Resource Conservation and Recovery Act (42 U.S.C. 6962, et 
seq.) and implementing regulations (40 CFR part 247).

                             (End of clause)

[65 FR 36021, June 6, 2000, as amended at 72 FR 73218, Dec. 26, 2007]



52.223-11  Ozone-Depleting Substances.

    As prescribed in 23.804(a), insert the following clause:

                  Ozone-Depleting Substances (MAY 2001)

    (a) Definition. Ozone-depleting substance, as used in this clause, 
means any substance the Environmental Protection Agency designates in 40 
CFR part 82 as--
    (1) Class I, including, but not limited to, chlorofluorocarbons, 
halons, carbon tetrachloride, and methyl chloroform; or
    (2) Class II, including, but not limited to, 
hydrochlorofluorocarbons.
    (b) The Contractor shall label products which contain or are 
manufactured with ozone-depleting substances in the manner and to the 
extent required by 42 U.S.C. 7671j (b), (c), and (d) and 40 CFR part 82, 
subpart E, as follows:
    ``WARNING: Contains (or manufactured with, if applicable)
 *, a substance(s) which harm(s) public health and environment by 
destroying ozone in the upper atmosphere.''_____________________________
    * The Contractor shall insert the name of the substance(s).

                             (End of clause)

[61 FR 31645, June 20, 1996, as amended at 66 FR 2135, Jan. 10, 2001]



52.223-12  Refrigeration Equipment and Air Conditioners.

    As prescribed in 23.804(b), insert the following clause:

         Refrigeration Equipment and Air Conditioners (MAY 1995)

    The Contractor shall comply with the applicable requirements of 
sections 608 and 609

[[Page 181]]

of the Clean Air Act (42 U.S.C. 7671g and 7671h) as each or both apply 
to this contract.

                             (End of clause)

[60 FR 28501, May 31, 1995]



52.223-13  Certification of Toxic Chemical Release Reporting.

    As prescribed in 23.906(a), insert the following provision:

      Certification of Toxic Chemical Release Reporting (AUG 2003)

    (a) Executive Order 13148, of April 21, 2000, Greening the 
Government through Leadership in Environmental Management, requires 
submission of this ertification as a prerequisite for contract award.
    (b) By signing this offer, the offeror certifies that--
    (1) As the owner or operator of facilities that will be used in the 
performance of this contract that are subject to the filing and 
reporting requirements described in section 313 of the Emergency 
Planning and Community Right-to-Know Act of 1986 (EPCRA) (42 U.S.C. 
11023) and section 6607 of the Pollution Prevention Act of 1990 (PPA) 
(42 U.S.C. 13106), the offeror will file and continue to file for such 
facilities for the life of the contract the Toxic Chemical Release 
Inventory Form (Form R) as described in sections 313 (a) and (g) of 
EPCRA and section 6607 of PPA; or
    (2) None of its owned or operated facilities to be used in the 
performance of this contract is subject to the Form R filing and 
reporting requirements because each such facility is exempt for at least 
one of the following reasons: (Check each block that is applicable.)
    [squ] (i) The facility does not manufacture, process, or otherwise 
use any toxic chemicals listed in 40 CFR 372.65;
    [squ] (ii) The facility does not have 10 or more full-time employees 
as specified in section 313(b)(1)(A) of EPCRA, 42 U.S.C. 11023(b)(1)(A);
    [squ] (iii) The facility does not meet the reporting thresholds of 
toxic chemicals established under section 313(f) of EPCRA, 42 U.S.C. 
11023(f) (including the alternate thresholds at 40 CFR 372.27, provided 
an appropriate certification form has been filed with EPA);
    [squ] (iv) The facility does not fall within the following Standard 
Industrial Classification (SIC) codes or their corresponding North 
American Industry Classification System sectors:
    (A) Major group code 10 (except 1011, 1081, and 1094.
    (B) Major group code 12 (except 1241).
    (C) Major group codes 20 through 39.
    (D) Industry code 4911, 4931, or 4939 (limited to facilities that 
combust coal and/or oil for the purpose of generating power for 
distribution in commerce).
    (E) Industry code 4953 (limited to facilities regulated under the 
Resource Conservation and Recovery Act, Subtitle C (42 U.S.C. 6921, et 
seq.), 5169, 5171, or 7389 (limited to facilities primarily engaged in 
solvent recovery services on a contract or fee basis); or
    [squ] (v) The facility is not located in the United States or its 
outlying areas.

                           (End of provision)

[61 FR 41475, Aug. 8, 1996, as amended at 65 FR 46058, July 26, 2000; 68 
FR 28086, May 22, 2003; 68 FR 43870, July 24, 2003]



52.223-14  Toxic Chemical Release Reporting.

    As prescribed in 23.906(b), insert the following clause:

               Toxic Chemical Release Reporting (AUG 2003)

    (a) Unless otherwise exempt, the Contractor, as owner or operator of 
a facility used in the performance of this contract, shall file by July 
1 for the prior calendar year an annual Toxic Chemical Release Inventory 
Form (Form R) as described in sections 313 (a) and (g) of the Emergency 
Planning and Community Right-to-Know Act of 1986 (EPCRA) (42 U.S.C. 
11023 (a) and (g)), and section 6607 of the Pollution Prevention Act of 
1990 (PPA) (42 U.S.C. 13106). The Contractor shall file, for each 
facility subject to the Form R filing and reporting requirements, the 
annual Form R throughout the life of the contract.
    (b) A Contractor-owned or -operated facility used in the performance 
of this contract is exempt from the requirement to file an annual Form R 
if--
    (1) The facility does not manufacture, process, or otherwise use any 
toxic chemicals listed in 40 CFR 372.65;
    (2) The facility does not have 10 or more full-time employees as 
specified in section 313(b)(1)(A) of EPCRA, 42 U.S.C. 11023(b)(1)(A);
    (3) The facility does not meet the reporting thresholds of toxic 
chemicals established under section 313(f) of EPCRA, 42 U.S.C. 11023(f) 
(including the alternate thresholds at 40 CFR 372.27, provided an 
appropriate certification form has been filed with EPA);
    (4) The facility does not fall within the following Standard 
Industrial Classification (SIC) codes or their corresponding North 
American Industry Classification System sectors:
    (i) Major group code 10 (except 1011, 1081, and 1094.
    (ii) Major group code 12 (except 1241).

[[Page 182]]

    (iii) Major group codes 20 through 39.
    (iv) Industry code 4911, 4931, or 4939 (limited to facilities that 
combust coal and/or oil for the purpose of generating power for 
distribution in commerce).
    (v) Industry code 4953 (limited to facilities regulated under the 
Resource Conservation and Recovery Act, Subtitle C (42 U.S.C. 6921, et 
seq.)), 5169, 5171, or 7389 (limited to facilities primarily engaged in 
solvent recovery services on a contract or fee basis); or
    (5) The facility is not located in the United States or its outlying 
areas.
    (c) If the Contractor has certified to an exemption in accordance 
with one or more of the criteria in paragraph (b) of this clause, and 
after award of the contract circumstances change so that any of its 
owned or operated facilities used in the performance of this contract is 
no longer exempt--
    (1) The Contractor shall notify the Contracting Officer; and
    (2) The Contractor, as owner or operator of a facility used in the 
performance of this contract that is no longer exempt, shall (i) submit 
a Toxic Chemical Release Inventory Form (Form R) on or before July 1 for 
the prior calendar year during which the facility becomes eligible; and 
(ii) continue to file the annual Form R for the life of the contract for 
such facility.
    (d) The Contracting Officer may terminate this contract or take 
other action as appropriate, if the Contractor fails to comply 
accurately and fully with the EPCRA and PPA toxic chemical release 
filing and reporting requirements.
    (e) Except for acquisitions of commercial items as defined in FAR 
Part 2, the Contractor shall--
    (1) For competitive subcontracts expected to exceed $100,000 
(including all options), include a solicitation provision substantially 
the same as the provision at FAR 52.223-13, Certification of Toxic 
Chemical Release Reporting; and
    (2) Include in any resultant subcontract exceeding $100,000 
(including all options), the substance of this clause, except this 
paragraph (e).

                             (End of clause)

[61 FR 41475, Aug. 8, 1996, as amended at 65 FR 46058, July 26, 2000; 68 
FR 28086, May 22, 2003; 68 FR 43870, July 24, 2003]



52.223-15  Energy Efficiency in Energy-Consuming Products.

    As prescribed in 23.206, insert the following clause:

        Energy Efficiency in Energy-Consuming Products (DEC 2007)

    (a) Definition. As used in this clause--
    Energy-efficient product--(1) Means a product that--
    (i) Meets Department of Energy and Environmental Protection Agency 
criteria for use of the Energy Star trademark label; or
    (ii) Is in the upper 25 percent of efficiency for all similar 
products as designated by the Department of Energy's Federal Energy 
Management Program.
    (2) The term ``product'' does not include any energy-consuming 
product or system designed or procured for combat or combat-related 
missions (42 U.S.C. 8259b).
    (b) The Contractor shall ensure that energy-consuming products are 
energy efficient products (i.e., ENERGY STAR[reg] products or 
FEMP-designated products) at the time of contract award, for products 
that are--
    (1) Delivered;
    (2) Acquired by the Contractor for use in performing services at a 
Federally-controlled facility;
    (3) Furnished by the Contractor for use by the Government; or
    (4) Specified in the design of a building or work, or incorporated 
during its construction, renovation, or maintenance.
    (c) The requirements of paragraph (b) apply to the Contractor 
(including any subcontractor) unless--
    (1) The energy-consuming product is not listed in the ENERGY 
STAR[reg] Program or FEMP; or
    (2) Otherwise approved in writing by the Contracting Officer.
    (d) Information about these products is available for--
    (1) ENERGY STAR[reg] at http://www.energystar.gov/
products; and
    (2) FEMP at http://www1.eere.energy.gov/femp/procurement/eep--
requirements.html.

                             (End of clause)

[72 FR 65873, Nov. 23, 2007]



52.223-16  IEEE 1680 Standard for the Environmental Assessment of Personal 

Computer Products.

    As prescribed in 23.706(b)(1), insert the following clause:

IEEE 1680 Standard for the Environmental Assessment of Personal Computer 
                           Products (DEC 2007)

    (a) Definitions. As used in this clause--
    Computer monitor means a video display unit used with a computer.
    Desktop computer means a computer designed for use on a desk or 
table.
    Notebook computer means a portable-style or laptop-style computer 
system.
    Personal computer product means a notebook computer, a desktop 
computer, or a

[[Page 183]]

computer monitor, and any peripheral equipment that is integral to the 
operation of such items. For example, the desktop computer together with 
the keyboard, the mouse, and the power cord would be a personal computer 
product. Printers, copiers, and fax machines are not included in 
peripheral equipment, as used in this definition.
    (b) Under this contract, the Contractor shall deliver, furnish for 
Government use, or furnish for contractor use at a Government-owned 
facility, only personal computer products that at the time of submission 
of proposals were EPEAT Bronze registered or higher. Bronze is the first 
level discussed in clause 1.4 of the IEEE 1680 Standard for the 
Environmental Assessment of Personal Computer Products.
    (c) For information about the standard, see http://www.epeat.net.

                             (End of clause)

    Alternate I (DEC 2007). As prescribed in 23.706(b)(2), substitute 
the following paragraph (b) for paragraph (b) of the basic clause:

    (b) Under this contract, the Contractor shall deliver, furnish for 
Government use, or furnish for contractor use at a Government-owned 
facility, only personal computer products that at the time of submission 
of proposals were EPEAT Silver registered or higher. Silver is the 
second level discussed in clause 1.4 of the IEEE 1680 Standard for the 
Environmental Assessment of Personal Computer Products.

[72 FR 73218, Dec. 26, 2007]



52.223-17  Affirmative Procurement of EPA-designated Items in Service and 

Construction Contracts.

    As prescribed in 23.406(e), insert the following clause:

     Affirmative Procurement of EPA-Designated Items in Service and 
                    Construction Contracts (MAY 2008)

    (a) In the performance of this contract, the Contractor shall make 
maximum use of products containing recovered materials that are EPA-
designated items unless the product cannot be acquired--
    (1) Competitively within a timeframe providing for compliance with 
the contract performance schedule;
    (2) Meeting contract performance requirements; or
    (3) At a reasonable price.
    (b) Information about this requirement is available at EPA's 
Comprehensive Procurement Guidelines web site, http://www.epa.gov/cpg/. 
The list of EPA-designated items is available at http://www.epa.gov/cpg/
products.htm.

                             (End of clause)

[73 FR 21790, Apr. 22, 2008]



52.224-1  Privacy Act Notification.

    As prescribed in 24.104, insert the following clause in 
solicitations and contracts, when the design, development, or operation 
of a system of records on individuals is required to accomplish an 
agency function:

                   Privacy Act Notification (APR 1984)

    The Contractor will be required to design, develop, or operate a 
system of records on individuals, to accomplish an agency function 
subject to the Privacy Act of 1974, Public Law 93-579, December 31, 1974 
(5 U.S.C. 552a) and applicable agency regulations. Violation of the Act 
may involve the imposition of criminal penalties.

                             (End of clause)



52.224-2  Privacy Act.

    As prescribed in 24.104, insert the following clause in 
solicitations and contracts, when the design, development, or operation 
of a system of records on individuals is required to accomplish an 
agency function:

                         Privacy Act (APR 1984)

    (a) The Contractor agrees to--
    (1) Comply with the Privacy Act of 1974 (the Act) and the agency 
rules and regulations issued under the Act in the design, development, 
or operation of any system of records on individuals to accomplish an 
agency function when the contract specifically identifies--
    (i) The systems of records; and
    (ii) The design, development, or operation work that the contractor 
is to perform;
    (2) Include the Privacy Act notification contained in this contract 
in every solicitation and resulting subcontract and in every subcontract 
awarded without a solicitation, when the work statement in the proposed 
subcontract requires the design, development, or operation of a system 
of records on individuals that is subject to the Act; and
    (3) Include this clause, including this subparagraph (3), in all 
subcontracts awarded under this contract which requires the design, 
development, or operation of such a system of records.
    (b) In the event of violations of the Act, a civil action may be 
brought against the agency involved when the violation concerns the 
design, development, or operation of a system of records on individuals 
to accomplish an agency function, and criminal penalties may be imposed 
upon the officers or

[[Page 184]]

employees of the agency when the violation concerns the operation of a 
system of records on individuals to accomplish an agency function. For 
purposes of the Act, when the contract is for the operation of a system 
of records on individuals to accomplish an agency function, the 
Contractor and any employee of the Contractor is considered to be an 
employee of the agency.
    (c)(1) Operation of a system of records, as used in this clause, 
means performance of any of the activities associated with maintaining 
the system of records, including the collection, use, and dissemination 
of records.
    (2) Record, as used in this clause, means any item, collection, or 
grouping of information about an individual that is maintained by an 
agency, including, but not limited to, education, financial 
transactions, medical history, and criminal or employment history and 
that contains the person's name, or the identifying number, symbol, or 
other identifying particular assigned to the individual, such as a 
fingerprint or voiceprint or a photograph.
    (3) System of records on individuals, as used in this clause means a 
group of any records under the control of any agency from which 
information is retrieved by the name of the individual or by some 
identifying number, symbol, or other identifying particular assigned to 
the individual.

                             (End of clause)



52.225-1  Buy American Act--Supplies.

    As prescribed in 25.1101(a)(1), insert the following clause:

                 Buy American Act--Supplies. (FEB 2009)

    (a) Definitions. As used in this clause--
    Commercially available off-the-shelf (COTS) item--(1) Means any item 
of supply (including construction material) that is--
    (i) A commercial item (as defined in paragraph (1) of the definition 
at FAR 2.101);
    (ii) Sold in substantial quantities in the commercial marketplace; 
and
    (iii) Offered to the Government, under a contract or subcontract at 
any tier, without modification, in the same form in which it is sold in 
the commercial marketplace; and
    (2) Does not include bulk cargo, as defined in section 3 of the 
Shipping Act of 1984 (46 U.S.C. App. 1702), such as agricultural 
products and petroleum products.
    Component means an article, material, or supply incorporated 
directly into an end product.
    Cost of components means--
    (1) For components purchased by the Contractor, the acquisition 
cost, including transportation costs to the place of incorporation into 
the end product (whether or not such costs are paid to a domestic firm), 
and any applicable duty (whether or not a duty-free entry certificate is 
issued); or
    (2) For components manufactured by the Contractor, all costs 
associated with the manufacture of the component, including 
transportation costs as described in paragraph (1) of this definition, 
plus allocable overhead costs, but excluding profit. Cost of components 
does not include any costs associated with the manufacture of the end 
product.
    Domestic end product means--
    (1) An unmanufactured end product mined or produced in the United 
States;
    (2) An end product manufactured in the United States, if--
    (i) The cost of its components mined, produced, or manufactured in 
the United States exceeds 50 percent of the cost of all its components. 
Components of foreign origin of the same class or kind as those that the 
agency determines are not mined, produced, or manufactured in sufficient 
and reasonably available commercial quantities of a satisfactory quality 
are treated as domestic. Scrap generated, collected, and prepared for 
processing in the United States is considered domestic; or
    (ii) The end product is a COTS item.
    End product means those articles, materials, and supplies to be 
acquired under the contract for public use.
    Foreign end product means an end product other than a domestic end 
product.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    (b) The Buy American Act (41 U.S.C. 10a - 10d) provides a preference 
for domestic end products for supplies acquired for use in the United 
States. In accordance with 41 U.S.C. 431, the component test of the Buy 
American Act is waived for an end product that is a COTS item (See 
12.505(a)(1)).
    (c) Offerors may obtain from the Contracting Officer a list of 
foreign articles that the Contracting Officer will treat as domestic for 
this contract.
    (d) The Contractor shall deliver only domestic end products except 
to the extent that it specified delivery of foreign end products in the 
provision of the solicitation entitled ``Buy American Act Certificate.''

                             (End of clause)

[64 FR 72433, Dec. 27, 1999, as amended at 66 FR 65350, Dec. 18, 2001; 
67 FR 21536, Apr. 30, 2002; 68 FR 28086, May 22, 2003; 74 2722, Jan. 15, 
2009]



52.225-2  Buy American Act Certificate.

    As prescribed in 25.1101(a)(2), insert the following provision:

[[Page 185]]

                 Buy American Act Certificate (FEB 2009)

    (a) The offeror certifies that each end product, except those listed 
in paragraph (b) of this provision, is a domestic end product and that 
for other than COTS items, the offeror has considered components of 
unknown origin to have been mined, produced, or manufactured outside the 
United States. The offeror shall list as foreign end products those end 
products manufactured in the United States that do not qualify as 
domestic end products, i.e., an end product that is not a COTS item and 
does not meet the component test in paragraph (2) of the definition of 
``domestic end product.'' The terms ``commercially available off-the-
shelf (COTS) item, '' ``component,'' ``domestic end product,'' ``end 
product,'' ``foreign end product,'' and ``United States'' are defined in 
the clause of this solicitation entitled ``Buy American Act--Supplies.''
    (b) Foreign End Products:
Line Item No.:__________________________________________________________
Country of Origin:______________________________________________________
    (List as necessary)
    (c) The Government will evaluate offers in accordance with the 
policies and procedures of Part 25 of the Federal Acquisition 
Regulation.

                           (End of provision)

[64 FR 72434, Dec. 27, 1999; 65 FR 4633, Jan. 31, 2000, as amended at 67 
FR 21536, Apr. 30, 2002; 68 FR 28086, May 22, 2003; 74 FR 2723, Jan. 15, 
2009]



52.225-3  Buy American Act--Free Trade Agreements--Israeli Trade Act.

    As prescribed in 25.1101(b)(1)(i), insert the following clause:

  Buy American Act--Free Trade Agreements--Israeli Trade Act (JUN 2009)

    (a) Definitions. As used in this clause--
    Bahrainian, Moroccan, Omani, or Peruvian end product means an 
article that--
    (1) Is wholly the growth, product, or manufacture of Bahrain, 
Morocco, Oman, or Peru ; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in 
Bahrain, Morocco, Oman, or Peru into a new and different article of 
commerce with a name, character, or use distinct from that of the 
article or articles from which it was transformed. The term refers to a 
product offered for purchase under a supply contract, but for purposes 
of calculating the value of the end product includes services (except 
transportation services) incidental to the article, provided that the 
value of those incidental services does not exceed that of the article 
itself.
    Commercially available off-the-shelf (COTS) item--(1) Means any item 
of supply (including construction material) that is--
    (i) A commercial item (as defined in paragraph (1) of the definition 
at FAR 2.101);
    (ii) Sold in substantial quantities in the commercial marketplace; 
and
    (iii) Offered to the Government, under a contract or subcontract at 
any tier, without modification, in the same form in which it is sold in 
the commercial marketplace; and
    (2) Does not include bulk cargo, as defined in section 3 of the 
Shipping Act of 1984 (46 U.S.C. App. 1702), such as agricultural 
products and petroleum products.
    Component means an article, material, or supply incorporated 
directly into an end product.
    Cost of components means--
    (1) For components purchased by the Contractor, the acquisition 
cost, including transportation costs to the place of incorporation into 
the end product (whether or not such costs are paid to a domestic firm), 
and any applicable duty (whether or not a duty-free entry certificate is 
issued); or
    (2) For components manufactured by the Contractor, all costs 
associated with the manufacture of the component, including 
transportation costs as described in paragraph (1) of this definition, 
plus allocable overhead costs, but excluding profit. Cost of components 
does not include any costs associated with the manufacture of the end 
product.
    Domestic end product means--
    (1) An unmanufactured end product mined or produced in the United 
States;
    (2) An end product manufactured in the United States, if--
    (i) The cost of its components mined, produced, or manufactured in 
the United States exceeds 50 percent of the cost of all its components. 
Components of foreign origin of the same class or kind as those that the 
agency determines are not mined, produced, or manufactured in sufficient 
and reasonably available commercial quantities of a satisfactory quality 
are treated as domestic. Scrap generated, collected, and prepared for 
processing in the United States is considered domestic; or
    (ii) The end product is a COTS item.
    End product means those articles, materials, and supplies to be 
acquired under the contract for public use.
    Foreign end product means an end product other than a domestic end 
product.
    Free Trade Agreement country means Australia, Bahrain, Canada, 
Chile, Costa Rica, Dominican Republic, El Salvador, Guatemala, Honduras, 
Mexico, Morocco, Nicaragua, Oman, Peru, or Singapore.
    Free Trade Agreement country end product means an article that--

[[Page 186]]

    (1) Is wholly the growth, product, or manufacture of a Free Trade 
Agreement country; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in a 
Free Trade Agreement country into a new and different article of 
commerce with a name, character, or use distinct from that of the 
article or articles from which it was transformed. The term refers to a 
product offered for purchase under a supply contract, but for purposes 
of calculating the value of the end product includes services (except 
transportation services) incidental to the article, provided that the 
value of those incidental services does not exceed that of the article 
itself.
    Israeli end product means an article that--
    (1) Is wholly the growth, product, or manufacture of Israel; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in 
Israel into a new and different article of commerce with a name, 
character, or use distinct from that of the article or articles from 
which it was transformed.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    (b) Components of foreign origin. Offerors may obtain from the 
Contracting Officer a list of foreign articles that the Contracting 
Officer will treat as domestic for this contract.
    (c) Delivery of end products. The Buy American Act (41 U.S.C. 10a - 
10d) provides a preference for domestic end products for supplies 
acquired for use in the United States. In accordance with 41 U.S.C. 431, 
the component test of the Buy American Act is waived for an end product 
that is a COTS item (See 12.505(a)(1)). In addition, the Contracting 
Officer has determined that FTAs (except the Bahrain, Morocco, Oman, and 
Peru FTAs ) and the Israeli Trade Act apply to this acquisition. Unless 
otherwise specified, these trade agreements apply to all items in the 
Schedule. The Contractor shall deliver under this contract only domestic 
end products except to the extent that, in its offer, it specified 
delivery of foreign end products in the provision entitled ``Buy 
American Act--Free Trade Agreements--Israeli Trade Act Certificate.'' If 
the Contractor specified in its offer that the Contractor would supply a 
Free Trade Agreement country end product (other than a Bahrainian, 
Moroccan, Omani, or Peruvian end product) or an Israeli end product, 
then the Contractor shall supply a Free Trade Agreement country end 
product (other than a Bahrainian, Moroccan, Omani, or Peruvian end 
product), an Israeli end product or, at the Contractor's option, a 
domestic end product.

                             (End of clause)

    Alternate I (JAN 2004). As prescribed in 25.1101(b)(1)(ii), add the 
following definition to paragraph (a) of the basic clause, and 
substitute the following paragraph (c) for paragraph (c) of the basic 
clause:

    Canadian end product means an article that--
    (1) Is wholly the growth, product, or manufacture of Canada; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in 
Canada into a new and different article of commerce with a name, 
character, or use distinct from that of the article or articles from 
which it was transformed. The term refers to a product offered for 
purchase under a supply contract, but for purposes of calculating the 
value of the end product includes services (except transportation 
services) incidental to the article, provided that the value of those 
incidental services does not exceed that of the article itself.
    (c) Delivery of end products. The Contracting Officer has determined 
that NAFTA applies to this acquisition. Unless otherwise specified, 
NAFTA applies to all items in the Schedule. The Contractor shall deliver 
under this contract only domestic end products except to the extent 
that, in its offer, it specified delivery of foreign end products in the 
provision entitled ``Buy American Act--Free Trade Agreements--Israeli 
Trade Act Certificate.'' If the Contractor specified in its offer that 
the Contractor would supply a Canadian end product, then the Contractor 
shall supply a Canadian end product or, at the Contractor's option, a 
domestic end product.

    Alternate II (JAN 2004). As prescribed in 25.1101(b)(1)(iii), add 
the following definition to paragraph (a) of the basic clause, and 
substitute the following paragraph (c) for paragraph (c) of the basic 
clause:

    Canadian end product means an article that--
    (1) Is wholly the growth, product, or manufacture of Canada; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in 
Canada into a new and different article of commerce with a name, 
character, or use distinct from that of the article or articles from 
which it was transformed. The term refers to a product offered for 
purchase under a supply contract, but for purposes of calculating the 
value of the end product includes services (except transportation 
services) incidental to the article, provided that the

[[Page 187]]

value of those incidental services does not exceed that of the article 
itself.
    (c) Delivery of end products. The Contracting Officer has determined 
that NAFTA and the Israeli Trade Act apply to this acquisition. Unless 
otherwise specified, these trade agreements apply to all items in the 
Schedule. The Contractor shall deliver under this contract only domestic 
end products except to the extent that, in its offer, it specified 
delivery of foreign end products in the provision entitled ``Buy 
American Act--Free Trade Agreements--Israeli Trade Act.'' If the 
Contractor specified in its offer that the Contractor would supply a 
Canadian end product or an Israeli end product, then the Contractor 
shall supply a Canadian end product, an Israeli end product or, at the 
Contractor's option, a domestic end product.

[64 FR 72434, Dec. 27, 1999, as amended at 66 FR 65350, Dec. 18, 2001; 
67 FR 21536, Apr. 30, 2002; 68 FR 28086, May 22, 2003; 69 FR 1056, Jan. 
7, 2004; 69 FR 59701, Oct. 5, 2004; 69 FR 77876, Dec. 28, 2004; 71 FR 
219, Jan. 3, 2006; 71 FR 20308, Apr. 19, 2006; 71 FR 36937, June 28, 
2006; 71 FR 67777, Nov. 22, 2006; 72 FR 46358, Aug. 17, 2007; 74 FR 
2723, Jan. 15, 2009; 74 FR 28429, June 15, 2009]



52.225-4  Buy American Act--Free Trade Agreement--Israeli Trade Act 

Certificate.

    As prescribed in 25.1101(b)(2)(i), insert the following provision:

 Buy American Act--Free Trade Agreement--Israeli Trade Act Certificate 
                               (JUN 2009)

    (a) The offeror certifies that each end product, except those listed 
in paragraph (b) or (c) of this provision, is a domestic end product and 
that for other than COTS items, the offeror has considered components of 
unknown origin to have been mined, produced, or manufactured outside the 
United States. The terms ``Bahrainian, Moroccan, Omani, or Peruvian end 
product,'' ``commercially available off-the-shelf (COTS) item,'' 
``component,'' ``domestic end product,'' ``end product,'' ``foreign end 
product,'' ``Free Trade Agreement country,'' ``Free Trade Agreement 
country end product,'' ``Israeli end product,'' and ``United States'' 
are defined in the clause of this solicitation entitled ``Buy American 
Act--Free Trade Agreements--Israeli Trade Act.''
    (b) The offeror certifies that the following supplies are Free Trade 
Agreement country end products (other than Bahrainian, Moroccan, Omani, 
or Peruvian end products) or Israeli end products as defined in the 
clause of this solicitation entitled ``Buy American Act--Free Trade 
Agreements--Israeli Trade Act'':

    Free Trade Agreement Country End Products (Other than Bahrainian,
   Moroccan, Omani, or Peruvian End Products) or Israeli End Products:
 
          Line Item No.                               Country of Origin
 
                                   ................  ...................
----------------------------------                  --------------------
                                   ................  ...................
----------------------------------                  --------------------
                                   ................  ...................
----------------------------------                  --------------------
                           [List as necessary]
 

    (c) The offeror shall list those supplies that are foreign end 
products (other than those listed in paragraph (b) of this provision) as 
defined in the clause of this solicitation entitled ``Buy American Act--
Free Trade Agreements--Israeli Trade Act.'' The offeror shall list as 
other foreign end products those end products manufactured in the United 
States that do not qualify as domestic end products, i.e., an end 
product that is not a COTS item and does not meet the component test in 
paragraph (2) of the definition of ``domestic end product.''
    Other Foreign End Products:
    LINE ITEM NO. COUNTRY OF ORIGIN
    ---------------- ----------------
    ---------------- ----------------
    ---------------- ----------------
    [List as necessary]
    (d) The Government will evaluate offers in accordance with the 
policies and procedures of Part 25 of the Federal Acquisition 
Regulation.

                           (End of provision)

    Alternate I (JAN 2004). As prescribed in 25.1101(b)(2)(ii), 
substitute the following paragraph (b) for paragraph (b) of the basic 
provision:

    (b) The offeror certifies that the following supplies are Canadian 
end products as defined in the clause of this solicitation entitled 
``Buy American Act--Free Trade Agreements--Israeli Trade Act--Balance of 
Payments Program'':

                         Canadian End Products:

Line Item No.___________________________________________________________
    (List as necessary)

    Alternate II (JAN 2004). As prescribed in 25.1101(b)(2)(iii), 
substitute the following paragraph (b) for paragraph (b) of the basic 
provision:

    (b) The offeror certifies that the following supplies are Canadian 
end products or Israeli end products as defined in the clause of this 
solicitation entitled ``Buy American Act--Free Trade Agreements--Israeli 
Trade Act--Balance of Payments Program'':

[[Page 188]]

                    Canadian or Israeli End Products

Line Item No.:__________________________________________________________
Country of Origin:______________________________________________________
    (List as necessary)

[64 FR 72435, Dec. 27, 1999; 65 FR 4633, Jan. 31, 2000, as amended at 67 
FR 21536, May 15, 2002; 68 FR 28086, May 22, 2003; 69 FR 1056, Jan. 7, 
2004; 71 FR 36938, June 28, 2006; 71 FR 67777, Nov. 22, 2006; 72 FR 
46358, Aug. 17, 2007; 74 FR 2723, Jan. 15, 2009; 74 FR 28429, June 15, 
2009]



52.225-5  Trade Agreements.

    As prescribed in 25.1101(c)(1), insert the following clause:

                       Trade Agreements (AUG 2009)

    (a) Definitions. As used in this clause.
    Caribbean Basin country end product--
    (1) Means an article that--
    (i)(A) Is wholly the growth, product, or manufacture of a Caribbean 
Basin country; or
    (B) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in a 
Caribbean Basin country into a new and different article of commerce 
with a name, character, or use distinct from that of the article or 
articles from which it was transformed; and
    (ii) Is not excluded from duty-free treatment for Caribbean 
countries under 19 U.S.C. 2703(b).
    (A) For this reason, the following articles are not Caribbean Basin 
country end products:
    (1) Tuna, prepared or preserved in any manner in airtight 
containers;
    (2) Petroleum, or any product derived from petroleum;
    (3) Watches and watch parts (including cases, bracelets, and straps) 
of whatever type including, but not limited to, mechanical, quartz 
digital, or quartz analog, if such watches or watch parts contain any 
material that is the product of any country to which the Harmonized 
Tariff Schedule of the United States (HTSUS) column 2 rates of duty 
apply (i.e., Afghanistan, Cuba, Laos, North Korea, and Vietnam); and
    (4) Certain of the following: textiles and apparel articles; 
footwear, handbags, luggage, flat goods, work gloves, and leather 
wearing apparel; or handloomed, handmade, and folklore articles;
    (B) Access to the HTSUS to determine duty-free status of articles of 
these types is available at http://www.usitc.gov/tata/hts/. In 
particular, see the following:
    (1) General Note 3(c), Products Eligible for Special Tariff 
treatment.
    (2) General Note 17, Products of Countries Designated as Beneficiary 
Countries under the United States-Caribbean Basin Trade Partnership Act 
of 2000.
    (3) Section XXII, Chapter 98, Subchapter II, Articles Exported and 
Returned, Advanced or Improved Abroad, U.S. Note 7(b).
    (4) Section XXII, Chapter 98, Subchapter XX, Goods Eligible for 
Special Tariff Benefits under the United States-Caribbean Basin Trade 
Partnership Act; and
    (2) Refers to a product offered for purchase under a supply 
contract, but for purposes of calculating the value of the acquisition, 
includes services (except transportation services) incidental to the 
article, provided that the value of those incidental services does not 
exceed that of the article itself.
    Designated country means any of the following countries:
    (1) A World Trade Organization Government Procurement Agreement 
country (Aruba, Austria, Belgium, Bulgaria, Canada, Cyprus, Czech 
Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, 
Hungary, Iceland, Ireland, Israel, Italy, Japan, Korea (Republic of), 
Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, 
Norway, Poland, Portugal, Romania, Singapore, Slovak Republic, Slovenia, 
Spain, Sweden, Switzerland, Taiwan (known in the World Trade 
Organization as ``the Separate Customs Territory of Taiwan, Penghu, 
Kinmen and Matsu (Chinese Taipei))'', or United Kingdom);
    (2) A Free Trade Agreement country (Australia, Bahrain, Canada, 
Chile, Costa Rica, Dominican Republic, El Salvador, Guatemala, Honduras, 
Mexico, Morocco, Nicaragua, Oman, Peru, or Singapore);
    (3) A least developed country (Afghanistan, Angola, Bangladesh, 
Benin, Bhutan, Burkina Faso, Burundi, Cambodia, Central African 
Republic, Chad, Comoros, Democratic Republic of Congo, Djibouti, East 
Timor, Equatorial Guinea, Eritrea, Ethiopia, Gambia, Guinea, Guinea-
Bissau, Haiti, Kiribati, Laos, Lesotho, Liberia, Madagascar, Malawi, 
Maldives, Mali, Mauritania, Mozambique, Nepal, Niger, Rwanda, Samoa, Sao 
Tome and Principe, Senegal, Sierra Leone, Solomon Islands, Somalia, 
Tanzania, Togo, Tuvalu, Uganda, Vanuatu, Yemen, or Zambia); or
    (4) A Caribbean Basin country (Antigua and Barbuda, Aruba, Bahamas, 
Barbados, Belize, British Virgin Islands, Dominica, Grenada, Guyana, 
Haiti, Jamaica, Montserrat, Netherlands Antilles, St. Kitts and Nevis, 
St. Lucia, St. Vincent and the Grenadines, or Trinidad and Tobago).
    Designated country end product means a WTO GPA country end product, 
an FTA country end product, a least developed country end product, or a 
Caribbean Basin country end product.
    End product means those articles, materials, and supplies to be 
acquired under the contract for public use.
    Free Trade Agreement country end product means an article that--

[[Page 189]]

    (1) Is wholly the growth, product, or manufacture of a Free Trade 
Agreement (FTA) country; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in an 
FTA country into a new and different article of commerce with a name, 
character, or use distinct from that of the article or articles from 
which it was transformed. The term refers to a product offered for 
purchase under a supply contract, but for purposes of calculating the 
value of the end product includes services (except transportation 
services) incidental to the article, provided that the value of those 
incidental services does not exceed that of the article itself.
    Least developed country end product means an article that--
    (1) Is wholly the growth, product, or manufacture of a least 
developed country; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in a 
least developed country into a new and different article of commerce 
with a name, character, or use distinct from that of the article or 
articles from which it was transformed. The term refers to a product 
offered for purchase under a supply contract, but for purposes of 
calculating the value of the end product, includes services (except 
transportation services) incidental to the article, provided that the 
value of those incidental services does not exceed that of the article 
itself.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    U.S.-made end product means an article that is mined, produced, or 
manufactured in the United States or that is substantially transformed 
in the United States into a new and different article of commerce with a 
name, character, or use distinct from that of the article or articles 
from which it was transformed.,
    WTO GPA country end product means an article that--
    (1) Is wholly the growth, product, or manufacture of a WTO GPA 
country; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, has been substantially transformed in a 
WTO GPA country into a new and different article of commerce with a 
name, character, or use distinct from that of the article or articles 
from which it was transformed. The term refers to a product offered for 
purchase under a supply contract, but for purposes of calculating the 
value of the end product includes services, (except transportation 
services) incidental to the article, provided that the value of those 
incidental services does not exceed that of the article itself.
    (b) Delivery of end products. The Contracting Officer has determined 
that the WTO GPA and FTAs apply to this acquisition. Unless otherwise 
specified, these trade agreements apply to all items in the Schedule. 
The Contractor shall deliver under this contract only U.S.-made or 
designated country end products except to the extent that, in its offer, 
it specified delivery of other end products in the provision entitled 
``Trade Agreements Certificate.''

                             (End of clause)

[64 FR 72435, Dec. 27, 1999, as amended at 65 FR 24322, Apr. 25, 2000; 
66 FR 65350, 65371, Dec. 18, 2001; 67 FR 6119, Feb. 8, 2002; 67 FR 
70520, Nov. 22, 2002; 68 FR 28086, May 22, 2003; 68 FR 56685, Oct. 1, 
2003; 69 FR 1056, Jan. 7, 2004; 69 FR 34240, June 28, 2004; 69 FR 59701, 
Oct. 5, 2004; 69 FR 77877, Dec. 28, 2004; 71 FR 219, Jan. 3, 2006; 71 FR 
20308, Apr. 19, 2006; 71 FR 36938, June 28, 2006; 71 FR 67778, Nov. 22, 
2006; 72 FR 46358, Aug. 17, 2007; 72 FR 63090, Nov. 7, 2007; 74 FR 
11828, Mar. 19, 2009; 74 FR 28429, June 15, 2009; 74 FR 40463, Aug. 11, 
2009]



52.225-6  Trade Agreements Certificate.

    As prescribed in 25.1101(c)(2), insert the following provision:

                 Trade Agreements Certificate (JAN 2005)

    (a) The offeror certifies that each end product, except those listed 
in paragraph (b) of this provision, is a U.S.-made or designated country 
end product, as defined in the clause of this solicitation entitled 
``Trade Agreements.''
    (b) The offeror shall list as other end products those supplies that 
are not U.S.-made or designated country end products.

                           Other End Products

                             Line Item No.:

Country of Origin:______________________________________________________
    (List as necessary),
    (c) The Government will evaluate offers in accordance with the 
policies and procedures of Part 25 of the Federal Acquisition 
Regulation. For line items covered by the WTO GPA, the Government will 
evaluate offers of U.S.-made or designated country end products without 
regard to the restrictions of the Buy American Act. The Government will 
consider for award only offers of U.S.-made or designated country end 
products unless the Contracting Officer determines that there are no 
offers for such products or that the offers for those products are 
insufficient to fulfill the requirements of this solicitation.

[[Page 190]]

                           (End of provision)

[64 FR 72436, Dec. 27, 1999, as amended at 67 FR 21537, Apr. 30, 2002; 
69 FR 1056, Jan. 7, 2004; 69 FR 77877, Dec. 28, 2004]



52.225-7  Waiver of Buy American Act for Civil Aircraft and Related Articles.

    As prescribed in 25.1101(d), insert the following provision:

Waiver of Buy American Act for Civil Aircraft and Related Articles (FEB 
                                  2000)

    (a) Definition. Civil aircraft and related articles, as used in this 
provision, means--
    (1) All aircraft other than aircraft to be purchased for use by the 
Department of Defense or the U.S. Coast Guard;
    (2) The engines (and parts and components for incorporation into the 
engines) of these aircraft;
    (3) Any other parts, components, and subassemblies for incorporation 
into the aircraft; and
    (4) Any ground flight simulators, and parts and components of these 
simulators, for use with respect to the aircraft, whether to be used as 
original or replacement equipment in the manufacture, repair, 
maintenance, rebuilding, modification, or conversion of the aircraft, 
and without regard to whether the aircraft or articles receive duty-free 
treatment under section 601(a)(2) of the Trade Agreements Act.
    (b) The U.S. Trade Representative has waived the Buy American Act 
for acquisitions of civil aircraft and related articles from countries 
that are parties to the Agreement on Trade in Civil Aircraft. Those 
countries are Austria, Belgium, Bulgaria, Canada, Denmark, Egypt, 
Finland, France, Germany, Greece, Ireland, Italy, Japan, Luxembourg, 
Macao, the Netherlands, Norway, Portugal, Romania, Spain, Sweden, 
Switzerland, and the United Kingdom.
    (c) For the purpose of this waiver, an article is a product of a 
country only if--
    (1) It is wholly the growth, product, or manufacture of that 
country; or
    (2) In the case of an article that consists in whole or in part of 
materials from another country, it has been substantially transformed 
into a new and different article of commerce with a name, character, or 
use distinct from that of the article or articles from which it was 
transformed.
    (d) The waiver is subject to modification or withdrawal by the U.S. 
Trade Representative.

                           (End of provision)

[64 FR 72436, Dec. 27, 1999]



52.225-8  Duty-Free Entry.

    As prescribed in 25.1101(e), insert the following clause:

                       Duty-Free Entry (FEB 2000)

    (a) Definition. Customs territory of the United States means the 
States, the District of Columbia, and Puerto Rico.
    (b) Except as otherwise approved by the Contracting Officer, the 
Contractor shall not include in the contract price any amount for duties 
on supplies specifically identified in the Schedule to be accorded duty-
free entry.
    (c) Except as provided in paragraph (d) of this clause or elsewhere 
in this contract, the following procedures apply to supplies not 
identified in the Schedule to be accorded duty-free entry:
    (1) The Contractor shall notify the Contracting Officer in writing 
of any purchase of foreign supplies (including, without limitation, raw 
materials, components, and intermediate assemblies) in excess of $10,000 
that are to be imported into the customs territory of the United States 
for delivery to the Government under this contract, either as end 
products or for incorporation into end products. The Contractor shall 
furnish the notice to the Contracting Officer at least 20 calendar days 
before the importation. The notice shall identify the--
    (i) Foreign supplies;
    (ii) Estimated amount of duty; and
    (iii) Country of origin.
    (2) The Contracting Officer will determine whether any of these 
supplies should be accorded duty-free entry and will notify the 
Contractor within 10 calendar days after receipt of the Contractor's 
notification.
    (3) Except as otherwise approved by the Contracting Officer, the 
contract price shall be reduced by (or the allowable cost shall not 
include) the amount of duty that would be payable if the supplies were 
not entered duty-free.
    (d) The Contractor is not required to provide the notification under 
paragraph (c) of this clause for purchases of foreign supplies if--
    (1) The supplies are identical in nature to items purchased by the 
Contractor or any subcontractor in connection with its commercial 
business; and
    (2) Segregation of these supplies to ensure use only on Government 
contracts containing duty-free entry provisions is not economical or 
feasible.
    (e) The Contractor shall claim duty-free entry only for supplies to 
be delivered to the Government under this contract, either as end 
products or incorporated into end products, and shall pay duty on 
supplies, or any portion of them, other than scrap, salvage, or 
competitive sale authorized by the Contracting Officer, diverted to 
nongovernmental use.

[[Page 191]]

    (f) The Government will execute any required duty-free entry 
certificates for supplies to be accorded duty-free entry and will assist 
the Contractor in obtaining duty-free entry for these supplies.
    (g) Shipping documents for supplies to be accorded duty-free entry 
shall consign the shipments to the contracting agency in care of the 
Contractor and shall include the--
    (1) Delivery address of the Contractor (or contracting agency, if 
appropriate);
    (2) Government prime contract number;
    (3) Identification of carrier;
    (4) Notation ``UNITED STATES GOVERNMENT, ------ [agency], ------ 
Duty-free entry to be claimed pursuant to Item No(s) ------ [from Tariff 
Schedules] ------, Harmonized Tariff Schedules of the United States. 
Upon arrival of shipment at port of entry, District Director of Customs, 
please release shipment under 19 CFR part 142 and notify [cognizant 
contract administration office] for execution of Customs Forms 7501 and 
7501-A and any required duty-free entry certificates.'';
    (5) Gross weight in pounds (if freight is based on space tonnage, 
state cubic feet in addition to gross shipping weight); and
    (6) Estimated value in United States dollars.
    (h) The Contractor shall instruct the foreign supplier to--
    (1) Consign the shipment as specified in paragraph (g) of this 
clause;
    (2) Mark all packages with the words ``UNITED STATES GOVERNMENT'' 
and the title of the contracting agency; and
    (3) Include with the shipment at least two copies of the bill of 
lading (or other shipping document) for use by the District Director of 
Customs at the port of entry.
    (i) The Contractor shall provide written notice to the cognizant 
contract administration office immediately after notification by the 
Contracting Officer that duty-free entry will be accorded foreign 
supplies or, for duty-free supplies identified in the Schedule, upon 
award by the Contractor to the overseas supplier. The notice shall 
identify the--
    (1) Foreign supplies;
    (2) Country of origin;
    (3) Contract number; and
    (4) Scheduled delivery date(s).
    (j) The Contractor shall include the substance of this clause in any 
subcontract if--
    (1) Supplies identified in the Schedule to be accorded duty-free 
entry will be imported into the customs territory of the United States; 
or
    (2) Other foreign supplies in excess of $10,000 may be imported into 
the customs territory of the United States.

                             (End of clause)

[64 FR 72436, Dec. 27, 1999]



52.225-9  Buy American Act--Construction Materials.

    As prescribed in 25.1102(a), insert the following clause:

           Buy American Act--Construction Materials (FEB 2009)

    (a) Definitions. As used in this clause--
    Commercially available off-the-shelf (COTS) item--(1) Means any item 
of supply (including construction material) that is--
    (i) A commercial item (as defined in paragraph (1) of the definition 
at FAR 2.101);
    (ii) Sold in substantial quantities in the commercial marketplace; 
and
    (iii) Offered to the Government, under a contract or subcontract at 
any tier, without modification, in the same form in which it is sold in 
the commercial marketplace; and
    (2) Does not include bulk cargo, as defined in section 3 of the 
Shipping Act of 1984 (46 U.S.C. App. 1702), such as agricultural 
products and petroleum products.
    Construction material means an article, material, or supply brought 
to the construction site by the Contractor or a subcontractor for 
incorporation into the building or work. The term also includes an item 
brought to the site preassembled from articles, materials, or supplies. 
However, emergency life safety systems, such as emergency lighting, fire 
alarm, and audio evacuation systems, that are discrete systems 
incorporated into a public building or work and that are produced as 
complete systems, are evaluated as a single and distinct construction 
material regardless of when or how the individual parts or components of 
those systems are delivered to the construction site. Materials 
purchased directly by the Government are supplies, not construction 
material.
    Cost of components means--
    (1) For components purchased by the Contractor, the acquisition 
cost, including transportation costs to the place of incorporation into 
the construction material (whether or not such costs are paid to a 
domestic firm), and any applicable duty (whether or not a duty-free 
entry certificate is issued); or
    (2) For components manufactured by the Contractor, all costs 
associated with the manufacture of the component, including 
transportation costs as described in paragraph (1) of this definition, 
plus allocable overhead costs, but excluding profit. Cost of components 
does not include any costs associated with the manufacture of the 
construction material.
    Domestic construction material means--
    (1) An unmanufactured construction material mined or produced in the 
United States;
    (2) A construction material manufactured in the United States, if--
    (i) The cost of its components mined, produced, or manufactured in 
the United States

[[Page 192]]

exceeds 50 percent of the cost of all its components. Components of 
foreign origin of the same class or kind for which nonavailability 
determinations have been made are treated as domestic; or
    (ii) The construction material is a COTS item.
    Foreign construction material means a construction material other 
than a domestic construction material.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    (b) Domestic preference. (1) This clause implements the Buy American 
Act (41 U.S.C. 10a-10d) by providing a preference for domestic 
construction material. In accordance with 41 U.S.C. 431, the component 
test of the Buy American Act is waived for construction material that is 
a COTS item (See FAR 12.505(a)(2)). The Contractor shall use only 
domestic construction material in performing this contract, except as 
provided in paragraphs (b)(2) and (b)(3) of this clause.
    (2) This requirement does not apply to the construction material or 
components listed by the Government as follows: ------ [Contracting 
Officer to list applicable excepted materials or indicate ``none'']
    (3) The Contracting Officer may add other foreign construction 
material to the list in paragraph (b)(2) of this clause if the 
Government determines that--
    (i) The cost of domestic construction material would be 
unreasonable. The cost of a particular domestic construction material 
subject to the requirements of the Buy American Act is unreasonable when 
the cost of such material exceeds the cost of foreign material by more 
than 6 percent;
    (ii) The application of the restriction of the Buy American Act to a 
particular construction material would be impracticable or inconsistent 
with the public interest; or
    (iii) The construction material is not mined, produced, or 
manufactured in the United States in sufficient and reasonably available 
commercial quantities of a satisfactory quality.
    (c) Request for determination of inapplicability of the Buy American 
Act. (1)(i) Any Contractor request to use foreign construction material 
in accordance with paragraph (b)(3) of this clause shall include 
adequate information for Government evaluation of the request, 
including--
    (A) A description of the foreign and domestic construction 
materials;
    (B) Unit of measure;
    (C) Quantity;
    (D) Price;
    (E) Time of delivery or availability;
    (F) Location of the construction project;
    (G) Name and address of the proposed supplier; and
    (H) A detailed justification of the reason for use of foreign 
construction materials cited in accordance with paragraph (b)(3) of this 
clause.
    (ii) A request based on unreasonable cost shall include a reasonable 
survey of the market and a completed price comparison table in the 
format in paragraph (d) of this clause.
    (iii) The price of construction material shall include all delivery 
costs to the construction site and any applicable duty (whether or not a 
duty-free certificate may be issued).
    (iv) Any Contractor request for a determination submitted after 
contract award shall explain why the Contractor could not reasonably 
foresee the need for such determination and could not have requested the 
determination before contract award. If the Contractor does not submit a 
satisfactory explanation, the Contracting Officer need not make a 
determination.
    (2) If the Government determines after contract award that an 
exception to the Buy American Act applies and the Contracting Officer 
and the Contractor negotiate adequate consideration, the Contracting 
Officer will modify the contract to allow use of the foreign 
construction material. However, when the basis for the exception is the 
unreasonable price of a domestic construction material, adequate 
consideration is not less than the differential established in paragraph 
(b)(3)(i) of this clause.
    (3) Unless the Government determines that an exception to the Buy 
American Act applies, use of foreign construction material is 
noncompliant with the Buy American Act or Balance of Payments Program.
    (d) Data. To permit evaluation of requests under paragraph (c) of 
this clause based on unreasonable cost, the Contractor shall include the 
following information and any applicable supporting data based on the 
survey of suppliers:

                          Foreign and Domestic Construction Materials Price Comparison
----------------------------------------------------------------------------------------------------------------
       Construction material description           Unit of measure          Quantity         Price (dollars) \1\
----------------------------------------------------------------------------------------------------------------
Item 1
    Foreign construction material.............  ....................  ....................  ....................
    Domestic construction material............  ....................  ....................  ....................
Item 2
    Foreign construction material.............  ....................  ....................  ....................
    Domestic construction material............  ....................  ....................  ....................
----------------------------------------------------------------------------------------------------------------
Include all delivery costs to the construction site and any applicable duty (whether or not a duty-free entry
  certificate is issued).
List name, address, telephone number, and contact for suppliers surveyed. Attach copy of response; if oral,
  attach summary.

[[Page 193]]

 
Include other applicable supporting information.

                             (End of clause)

[64 FR 72437, Dec. 27, 1999; 65 FR 4633, Jan. 31, 2000; 66 FR 65350, 
Dec. 18, 2001; 67 FR 21537, Apr. 30, 2002; 68 FR 28086, May 22, 2003; 69 
FR 77877, Dec. 28, 2004; 74 FR 2723, Jan. 15, 2009]



52.225-10  Notice of Buy American Act Requirement--Construction Materials.

    As prescribed in 25.1102(b)(1), insert the following provision:

  Notice of Buy American Act Requirement--Construction Materials (FEB 
                                  2009)

    (a) Definitions. ``Commercially available off-the-shelf (COTS) 
item,'' ``construction material,'' ``domestic construction material,'' 
and ``foreign construction material,'' as used in this provision, are 
defined in the clause of this solicitation entitled ``Buy American Act--
Construction Materials'' (Federal Acquisition Regulation (FAR) clause 
52.225-9).
    (b) Requests for determinations of inapplicability. An offeror 
requesting a determination regarding the inapplicability of the Buy 
American Act should submit the request to the Contracting Officer in 
time to allow a determination before submission of offers. The offeror 
shall include the information and applicable supporting data required by 
paragraphs (c) and (d) of the clause at FAR 52.225-9 in the request. If 
an offeror has not requested a determination regarding the 
inapplicability of the Buy American Act before submitting its offer, or 
has not received a response to a previous request, the offeror shall 
include the information and supporting data in the offer.
    (c) Evaluation of offers. (1) The Government will evaluate an offer 
requesting exception to the requirements of the Buy American Act, based 
on claimed unreasonable cost of domestic construction material, by 
adding to the offered price the appropriate percentage of the cost of 
such foreign construction material, as specified in paragraph (b)(3)(i) 
of the clause at FAR 52.225-9.
    (2) If evaluation results in a tie between an offeror that requested 
the substitution of foreign construction material based on unreasonable 
cost and an offeror that did not request an exception, the Contracting 
Officer will award to the offeror that did not request an exception 
based on unreasonable cost.
    (d) Alternate offers. (1) When an offer includes foreign 
construction material not listed by the Government in this solicitation 
in paragraph (b)(2) of the clause at FAR 52.225-9, the offeror also may 
submit an alternate offer based on use of equivalent domestic 
construction material.
    (2) If an alternate offer is submitted, the offeror shall submit a 
separate Standard Form 1442 for the alternate offer, and a separate 
price comparison table prepared in accordance with paragraphs (c) and 
(d) of the clause at FAR 52.225-9 for the offer that is based on the use 
of any foreign construction material for which the Government has not 
yet determined an exception applies.
    (3) If the Government determines that a particular exception 
requested in accordance with paragraph (c) of the clause at FAR 52.225-9 
does not apply, the Government will evaluate only those offers based on 
use of the equivalent domestic construction material, and the offeror 
shall be required to furnish such domestic construction material. An 
offer based on use of the foreign construction material for which an 
exception was requested--
    (i) Will be rejected as nonresponsive if this acquisition is 
conducted by sealed bidding; or
    (ii) May be accepted if revised during negotiations.

                           (End of provision)

    Alternate I (MAY 2002). As prescribed in 25.1102(b)(2), substitute 
the following paragraph (b) for paragraph (b) of the basic provision:

    (b) Requests for determinations of inapplicability. An offeror 
requesting a determination regarding the inapplicability of the Buy 
American Act shall submit the request with its offer, including the 
information and applicable supporting data required by paragraphs (c) 
and (d) of the clause at FAR 52.225-9.

[64 FR 72438, Dec. 27, 1999, as amended at 67 FR 21537, Apr. 30, 2002; 
74 FR 2724, Jan. 15, 2009]



52.225-11  Buy American Act--Construction Materials under Trade Agreements.

    As prescribed in 25.1102(c), insert the following clause:

Buy American Act--Construction Materials Under Trade Agreements (AUG 09)

    (a) Definitions. As used in this clause--
    Caribbean Basin country construction material means a construction 
material that--
    (1) Is wholly the growth, product, or manufacture of a Caribbean 
Basin country; or
    (2) In the case of a construction material that consists in whole or 
in part of materials

[[Page 194]]

from another country, has been substantially transformed in a Caribbean 
Basin country into a new and different construction material distinct 
from the materials from which it was transformed.
    Commercially available off-the-shelf (COTS) item--(1) Means any item 
of supply (including construction material) that is--
    (i) A commercial item (as defined in paragraph (1) of the definition 
at FAR 2.101);
    (ii) Sold in substantial quantities in the commercial marketplace; 
and
    (iii) Offered to the Government, under a contract or subcontract at 
any tier, without modification, in the same form in which it is sold in 
the commercial marketplace; and
    (2) Does not include bulk cargo, as defined in section 3 of the 
Shipping Act of 1984 (46 U.S.C. App. 1702), such as agricultural 
products and petroleum products.
    Component means an article, material, or supply incorporated 
directly into a construction material.
    Construction material means an article, material, or supply brought 
to the construction site by the Contractor or subcontractor for 
incorporation into the building or work. The term also includes an item 
brought to the site preassembled from articles, materials, or supplies. 
However, emergency life safety systems, such as emergency lighting, fire 
alarm, and audio evacuation systems, that are discrete systems 
incorporated into a public building or work and that are produced as 
complete systems, are evaluated as a single and distinct construction 
material regardless of when or how the individual parts or components of 
those systems are delivered to the construction site. Materials 
purchased directly by the Government are supplies, not construction 
material.
    Cost of components means--
    (1) For components purchased by the Contractor, the acquisition 
cost, including transportation costs to the place of incorporation into 
the construction material (whether or not such costs are paid to a 
domestic firm), and any applicable duty (whether or not a duty-free 
entry certificate is issued); or
    (2) For components manufactured by the Contractor, all costs 
associated with the manufacture of the component, including 
transportation costs as described in paragraph (1) of this definition, 
plus allocable overhead costs, but excluding profit. Cost of components 
does not include any costs associated with the manufacture of the 
construction material.
    Designated country means any of the following countries:
    (1) A World Trade Organization Government Procurement Agreement 
country (Aruba, Austria, Belgium, Bulgaria, Canada, Cyprus, Czech 
Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, 
Hungary, Iceland, Ireland, Israel, Italy, Japan, Korea (Republic of), 
Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, 
Norway, Poland, Portugal, Romania, Singapore, Slovak Republic, Slovenia, 
Spain, Sweden, Switzerland, Taiwan, or United Kingdom);
    (2) A Free Trade Agreement country (Australia, Bahrain, Canada, 
Chile, Costa Rica, Dominican Republic, El Salvador, Guatemala, Honduras, 
Mexico, Morocco, Nicaragua, Oman, Peru, or Singapore);
    (3) A least developed country (Afghanistan, Angola, Bangladesh, 
Benin, Bhutan, Burkina Faso, Burundi, Cambodia, Central African 
Republic, Chad, Comoros, Democratic Republic of Congo, Djibouti, East 
Timor, Equatorial Guinea, Eritrea, Ethiopia, Gambia, Guinea, Guinea-
Bissau, Haiti, Kiribati, Laos, Lesotho, Liberia, Madagascar, Malawi, 
Maldives, Mali, Mauritania, Mozambique, Nepal, Niger, Rwanda, Samoa, Sao 
Tome and Principe, Senegal, Sierra Leone, Solomon Islands, Somalia, 
Tanzania, Togo, Tuvalu, Uganda, Vanuatu, Yemen, or Zambia); or
    (4) A Caribbean Basin country (Antigua and Barbuda, Aruba, Bahamas, 
Barbados, Belize, British Virgin Islands, Dominica, Grenada, Guyana, 
Haiti, Jamaica, Montserrat, Netherlands Antilles, St. Kitts and Nevis, 
St. Lucia, St. Vincent and the Grenadines, or Trinidad and Tobago).
    Designated country construction material means a construction 
material that is a WTO GPA country construction material, an FTA country 
construction material, a least developed country construction material, 
or a Caribbean Basin country construction material.
    Domestic construction material means--
    (1) An unmanufactured construction material mined or produced in the 
United States;
    (2) A construction material manufactured in the United States, if--
    (i) The cost of its components mined, produced, or manufactured in 
the United States exceeds 50 percent of the cost of all its components. 
Components of foreign origin of the same class or kind for which 
nonavailability determinations have been made are treated as domestic; 
or
    (ii) The construction material is a COTS item.
    Foreign construction material means a construction material other 
than a domestic construction material.
    Free Trade Agreement country construction material means a 
construction material that--
    (1) Is wholly the growth, product, or manufacture of a Free Trade 
Agreement (FTA) country; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in a FTA country into a

[[Page 195]]

new and different construction material distinct from the materials from 
which it was transformed.
    Least developed country construction material means a construction 
material that--
    (1) Is wholly the growth, product, or manufacture of a least 
developed country; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in a least developed country into a new and different 
construction material distinct from the materials from which it was 
transformed.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    WTO GPA country construction material means a construction material 
that--
    (1) Is wholly the growth, product, or manufacture of a WTO GPA 
country; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in a WTO GPA country into a new and different construction 
material distinct from the materials from which it was transformed.
    (b) Construction materials. (1) This clause implements the Buy 
American Act (41 U.S.C. 10a-10d) by providing a preference for domestic 
construction material. In accordance with 41 U.S.C. 431, the component 
test of the Buy American Act is waived for construction material that is 
a COTS item (See FAR 12.505(a)(2)). In addition, the Contracting Officer 
has determined that the WTO GPA and Free Trade Agreements (FTAs) apply 
to this acquisition. Therefore, the Buy American Act restrictions are 
waived for designated county construction materials.
    (2) The Contractor shall use only domestic or designated country 
construction material in performing this contract, except as provided in 
paragraphs (b)(3) and (b)(4) of this clause.
    (3) The requirement in paragraph (b)(2) of this clause does not 
apply to the construction materials or components listed by the 
Government as follows:------[Contracting Officer to list applicable 
excepted materials or indicate ``none'']
    (4) The Contracting Officer may add other foreign construction 
material to the list in paragraph (b)(3) of this clause if the 
Government determines that--
    (i) The cost of domestic construction material would be 
unreasonable. The cost of a particular domestic construction material 
subject to the restrictions of the Buy American Act is unreasonable when 
the cost of such material exceeds the cost of foreign material by more 
than 6 percent;
    (ii) The application of the restriction of the Buy American Act to a 
particular construction material would be impracticable or inconsistent 
with the public interest; or
    (iii) The construction material is not mined, produced, or 
manufactured in the United States in sufficient and reasonably available 
commercial quantities of a satisfactory quality.
    (c) Request for determination of inapplicability of the Buy American 
Act. (1)(i) Any Contractor request to use foreign construction material 
in accordance with paragraph (b)(4) of this clause shall include 
adequate information for Government evaluation of the request, 
including--
    (A) A description of the foreign and domestic construction 
materials;
    (B) Unit of measure;
    (C) Quantity;
    (D) Price;
    (E) Time of delivery or availability;
    (F) Location of the construction project;
    (G) Name and address of the proposed supplier; and
    (H) A detailed justification of the reason for use of foreign 
construction materials cited in accordance with paragraph (b)(3) of this 
clause.
    (ii) A request based on unreasonable cost shall include a reasonable 
survey of the market and a completed price comparison table in the 
format in paragraph (d) of this clause.
    (iii) The price of construction material shall include all delivery 
costs to the construction site and any applicable duty (whether or not a 
duty-free certificate may be issued).
    (iv) Any Contractor request for a determination submitted after 
contract award shall explain why the Contractor could not reasonably 
foresee the need for such determination and could not have requested the 
determination before contract award. If the Contractor does not submit a 
satisfactory explanation, the Contracting Officer need not make a 
determination.
    (2) If the Government determines after contract award that an 
exception to the Buy American Act applies and the Contracting Officer 
and the Contractor negotiate adequate consideration, the Contracting 
Officer will modify the contract to allow use of the foreign 
construction material. However, when the basis for the exception is the 
unreasonable price of a domestic construction material, adequate 
consideration is not less than the differential established in paragraph 
(b)(4)(i) of this clause.
    (3) Unless the Government determines that an exception to the Buy 
American Act applies, use of foreign construction material is 
noncompliant with the Buy American Act.
    (d) Data. To permit evaluation of requests under paragraph (c) of 
this clause based on unreasonable cost, the Contractor shall include the 
following information and any applicable supporting data based on the 
survey of suppliers:

[[Page 196]]



                          Foreign and Domestic Construction Materials Price Comparison
----------------------------------------------------------------------------------------------------------------
       Construction material description           Unit of measure          Quantity         Price (dollars) \1\
----------------------------------------------------------------------------------------------------------------
Item 1:
    Foreign construction material.............  ....................  ....................  ....................
    Domestic construction material............  ....................  ....................  ....................
Item 2:
    Foreign construction material.............  ....................  ....................  ....................
    Domestic construction material............  ....................  ....................  ....................
----------------------------------------------------------------------------------------------------------------
\1\ Include all delivery costs to the construction site and any applicable duty (whether or not a duty-free
  entry certificate is issued).
List name, address, telephone number, and contact for suppliers surveyed. Attach copy of response; if oral,
  attach summary.
Include other applicable supporting information.

                             (End of clause)

    Alternate I (JUN 2009). As prescribed in 25.1102(c)(3), add the 
following definition of ``Bahrainian, Mexican, or Omani construction 
material'' to paragraph (a) of the basic clause, and substitute the 
following paragraphs (b)(1) and (b)(2) for paragraphs (b)(1) and (b)(2) 
of the basic clause:

    Bahrainian, Mexican, or Omani construction material means a 
construction material that--
    (1) Is wholly the growth, product, or manufacture of Bahrain, 
Mexico, or Oman ; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in Bahrain, Mexico, or Oman into a new and different 
construction material distinct from the materials from which it was 
transformed.
    (b) Construction materials. (1) This clause implements the Buy 
American Act (41 U.S.C. 10a-10d) by providing a preference for domestic 
construction material. In accordance with 41 U.S.C. 431, the component 
test of the Buy American Act is waived for construction material that is 
a COTS item (See FAR 12.505(a)(2)). In addition, the Contracting Officer 
has determined that the WTO GPA and all the Free Trade Agreements except 
the Bahrain FTA, NAFTA, and the Oman FTA apply to this acquisition. 
Therefore, the Buy American Act restrictions are waived for designated 
country construction materials other than Bahrainian, Mexican, or Omani 
construction materials.
    (2) The Contractor shall use only domestic or designated country 
construction material other than Bahrainian, Mexican, or Omani 
construction material in performing this contract, except as provided in 
paragraphs (b)(3) and (b)(4) of this clause.

[64 FR 72438, Dec. 27, 1999]

    Editorial Note: For Federal Register citations affecting Sec. 
52.225-11, see the List of CFR Sections Affected, which appears in the 
Finding Aids section of the printed volume and on GPO Access.



52.225-12  Notice of Buy American Act Requirement--Construction Materials 

Under Trade Agreements.

    As prescribed in 25.1102(d)(1), insert the following provision:

  Notice of Buy American Act Requirement--Construction Materials Under 
                       Trade Agreements (FEB 2009)

    (a) Definitions. ``Commercially available off-the-shelf (COTS) 
item,'' ``construction material,'' ``designated country construction 
material,'' ``domestic construction material,'' and ``foreign 
construction material,'' as used in this provision, are defined in the 
clause of this solicitation entitled ``Buy American Act--Construction 
Materials Under Trade Agreements'' (Federal Acquisition Regulation (FAR) 
clause 52.225-11).
    (b) Requests for determination of inapplicability. An offeror 
requesting a determination regarding the inapplicability of the Buy 
American Act should submit the request to the Contracting Officer in 
time to allow a determination before submission of offers. The offeror 
shall include the information and applicable supporting data required by 
paragraphs (c) and (d) of FAR clause 52.225-11 in the request. If an 
offeror has not requested a determination regarding the inapplicability 
of the Buy American Act before submitting its offer, or has not received 
a response to a previous request, the offeror shall include the 
information and supporting data in the offer.
    (c) Evaluation of offers. (1) The Government will evaluate an offer 
requesting exception to the requirements of the Buy American Act, based 
on claimed unreasonable cost of domestic construction materials, by 
adding to the offered price the appropriate percentage of the cost of 
such foreign construction material, as specified in paragraph (b)(4)(i) 
of FAR clause 52.225-11.
    (2) If evaluation results in a tie between an offeror that requested 
the substitution of foreign construction material based on unreasonable 
cost and an offeror that did not

[[Page 197]]

request an exception, the Contracting Officer will award to the offeror 
that did not request an exception based on unreasonable cost.
    (d) Alternate offers. (1) When an offer includes foreign 
construction material, other than designated country construction 
material, that is not listed by the Government in this solicitation in 
paragraph (b)(3) of FAR clause 52.225-11, the offeror also may submit an 
alternate offer based on use of equivalent domestic or designated 
country construction material.
    (2) If an alternate offer is submitted, the offeror shall submit a 
separate Standard Form 1442 for the alternate offer, and a separate 
price comparison table prepared in accordance with paragraphs (c) and 
(d) of FAR clause 52.225-11 for the offer that is based on the use of 
any foreign construction material for which the Government has not yet 
determined an exception applies.
    (3) If the Government determines that a particular exception 
requested in accordance with paragraph (c) of FAR clause 52.225-11 does 
not apply, the Government will evaluate only those offers based on use 
of the equivalent domestic or designated country construction material, 
and the offeror shall be required to furnish such domestic or designated 
country construction material. An offer based on use of the foreign 
construction material for which an exception was requested--
    (i) Will be rejected as nonresponsive if this acquisition is 
conducted by sealed bidding; or
    (ii) May be accepted if revised during negotiations.

                           (End of provision)

    Alternate I (MAY 2002). As prescribed in 25.1102(d)(2), substitute 
the following paragraph (b) for paragraph (b) of the basic provision:

    (b) Requests for determination of inapplicability. An offeror 
requesting a determination regarding the inapplicability of the Buy 
American Act shall submit the request with its offer, including the 
information and applicable supporting data required by paragraphs (c) 
and (d) of FAR clause 52.225-11.

    Alternate II ``(JUN 2009)''. As prescribed in 25.1102(d)(3), add the 
definition of ``Bahrainian, Mexican, or Omani construction material'' to 
paragraph (a) and substitute the following paragraph (d) for paragraph 
(d) of the basic provision:

    (d) Alternate offers. (1) When an offer includes foreign 
construction material, except foreign construction material from a 
designated country other than Bahrain, Mexico, or Oman that is not 
listed by the Government in this solicitation in paragraph (b)(3) of FAR 
clause 52.225-11, the offeror also may submit an alternate offer based 
on use of equivalent domestic or designated country construction 
material other than Bahrainian, Mexican, or Omani construction material.
    (2) If an alternate offer is submitted, the offeror shall submit a 
separate Standard Form 1442 for the alternate offer, and a separate 
price comparison table prepared in accordance with paragraphs (c) and 
(d) of FAR clause 52.225-11 for the offer that is based on the use of 
any foreign construction material for which the Government has not yet 
determined an exception applies.
    (3) If the Government determines that a particular exception 
requested in accordance with paragraph (c) of FAR clause 52.225-11 does 
not apply, the Government will evaluate only those offers based on use 
of the equivalent domestic or designated country construction material 
other than Bahrainian, Mexican, or Omani construction material. An offer 
based on use of the foreign construction material for which an exception 
was requested--
    (i) Will be rejected as nonresponsive if this acquisition is 
conducted by sealed bidding; or
    (ii) May be accepted if revised during negotiations.

[64 FR 72440, Dec. 27, 1999, as amended at 65 FR 36027, June 6, 2000; 67 
FR 21537, Apr. 30, 2002; 69 FR 1057, Jan. 7, 2004; 69 FR 77878, Dec. 28, 
2004; 71 FR 220, Jan. 3, 2006; 71 FR 20308, Apr. 19, 2006; 71 FR 36938, 
June 28, 2006; 71 FR 67778, Nov. 22, 2006; 72 FR 46359, Aug. 17, 2007; 
74 FR 2724, Jan. 15, 2009; 74 FR 28429, June 15, 2009]



52.225-13  Restrictions on Certain Foreign Purchases.

    As prescribed in 25.1103(a), insert the following clause:

          Restrictions on Certain Foreign Purchases (JUN 2008)

    (a) Except as authorized by the Office of Foreign Assets Control 
(OFAC) in the Department of the Treasury, the Contractor shall not 
acquire, for use in the performance of this contract, any supplies or 
services if any proclamation, Executive order, or statute administered 
by OFAC, or if OFAC's implementing regulations at 31 CFR chapter V, 
would prohibit such a transaction by a person subject to the 
jurisdiction of the United States.
    (b) Except as authorized by OFAC, most transactions involving Cuba, 
Iran, and Sudan are prohibited, as are most imports from Burma or North 
Korea, into the United States or its outlying areas. Lists of entities

[[Page 198]]

and individuals subject to economic sanctions are included in OFAC's 
List of Specially Designated Nationals and Blocked Persons at http://
www.treas.gov/offices/enforcement/ofac/sdn More information about these 
restrictions, as well as updates, is available in the OFAC's regulations 
at 31 CFR chapter V and/or on OFAC's Web site at http://www.treas.gov/
offices/enforcement/ofac.
    (c) The Contractor shall insert this clause, including this 
paragraph (c), in all subcontracts.

                             (End of clause)

[64 FR 72440, Dec. 27, 1999, as amended at 65 FR 36028, June 6, 2000; 68 
FR 28086, May 22, 2003; 68 FR 56686, Oct. 1, 2003; 68 FR 69259, Dec. 11, 
2003; 69 FR 1618, Jan. 9, 2004; 70 FR 11764, Mar. 9, 2005; 70 FR 18959, 
Apr. 11, 2005; 71 FR 225, Jan. 3, 2006; 73 FR 33640, June 12, 2008]



52.225-14  Inconsistency between English Version and Translation of Contract.

    As prescribed in 25.1103(b), insert the following clause:

 Inconsistency Between English Version and Translation of Contract (FEB 
                                  2000)

    In the event of inconsistency between any terms of this contract and 
any translation into another language, the English language meaning 
shall control.

                             (End of clause)

[64 FR 72440, Dec. 27, 1999]



52.225-15--52.225-16  [Reserved]



52.225-17  Evaluation of Foreign Currency Offers.

    As prescribed in 25.1103(c), insert the following provision:

            Evaluation of Foreign Currency Offers (FEB 2000)

    If the Government receives offers in more than one currency, the 
Government will evaluate offers by converting the foreign currency to 
United States currency using [Contracting Officer to insert source of 
rate] in effect as follows:
    (a) For acquisitions conducted using sealed bidding procedures, on 
the date of bid opening.
    (b) For acquisitions conducted using negotiation procedures--
    (1) On the date specified for receipt of offers, if award is based 
on initial offers; otherwise
    (2) On the date specified for receipt of proposal revisions.

                           (End of provision)

[64 FR 72441, Dec. 27, 1999, as amended at 72 FR 63090, Nov. 7, 2007]



52.225-18  Place of Manufacture.

    As prescribed in 25.1101(f), insert the following solicitation 
provision:

                     Place of Manufacture (SEP 2006)

    (a) Definitions. As used in this clause--
    Manufactured end product means any end product in Federal Supply 
Classes (FSC) 1000-9999, except--
    (1) FSC 5510, Lumber and Related Basic Wood Materials;
    (2) Federal Supply Group (FSG) 87, Agricultural Supplies;
    (3) FSG 88, Live Animals;
    (4) FSG 89, Food and Related Consumables;
    (5) FSC 9410, Crude Grades of Plant Materials;
    (6) FSC 9430, Miscellaneous Crude Animal Products, Inedible;
    (7) FSC 9440, Miscellaneous Crude Agricultural and Forestry 
Products;
    (8) FSC 9610, Ores;
    (9) FSC 9620, Minerals, Natural and Synthetic; and
    (10) FSC 9630, Additive Metal Materials.
    Place of manufacture means the place where an end product is 
assembled out of components, or otherwise made or processed from raw 
materials into the finished product that is to be provided to the 
Government. If a product is disassembled and reassembled, the place of 
reassembly is not the place of manufacture.
    (b) For statistical purposes only, the offeror shall indicate 
whether the place of manufacture of the end products it expects to 
provide in response to this solicitation is predominantly--
    (1) In the United States (Check this box if the total anticipated 
price of offered end products manufactured in the United States exceeds 
the total anticipated price of offered end products manufactured outside 
the United States); or
    (2) Outside the United States.

                           (End of provision)

[71 FR 57378, Sept. 28, 2006]



52.225-19  Contractor Personnel in a Designated Operational Area or Supporting 

a Diplomatic or Consular Mission Outside the United States.

    As prescribed in 25.301-4, insert the following clause:

[[Page 199]]

 Contractor Personnel in a Designated Operational Area or Supporting a 
   Diplomatic or Consular Mission Outside the United States (MAR 2008)

    (a) Definitions. As used in this clause--
    Chief of mission means the principal officer in charge of a 
diplomatic mission of the United States or of a United States office 
abroad which is designated by the Secretary of State as diplomatic in 
nature, including any individual assigned under section 502(c) of the 
Foreign Service Act of 1980 (Pub. L. 96-465) to be temporarily in charge 
of such a mission or office.
    Combatant commander means the commander of a unified or specified 
combatant command established in accordance with 10 U.S.C. 161.
    Designated operational area means a geographic area designated by 
the combatant commander or subordinate joint force commander for the 
conduct or support of specified military operations.
    Supporting a diplomatic or consular mission means performing outside 
the United States under a contract administered by Federal agency 
personnel who are subject to the direction of a chief of mission.
    (b) General. (1) This clause applies when Contractor personnel are 
required to perform outside the United States--
    (i) In a designated operational area during--
    (A) Contingency operations;
    (B) Humanitarian or peacekeeping operations; or
    (C) Other military operations; or military exercises, when 
designated by the Combatant Commander; or
    (ii) When supporting a diplomatic or consular mission--
    (A) That has been designated by the Department of State as a danger 
pay post (see http://aoprals.state.gov/Web920/danger--pay--all.asp); or
    (B) That the Contracting Officer has indicated is subject to this 
clause.
    (2) Contract performance may require work in dangerous or austere 
conditions. Except as otherwise provided in the contract, the Contractor 
accepts the risks associated with required contract performance in such 
operations.
    (3) Contractor personnel are civilians.
    (i) Except as provided in paragraph (b)(3)(ii) of this clause, and 
in accordance with paragraph (i)(3) of this clause, Contractor personnel 
are only authorized to use deadly force in self-defense.
    (ii) Contractor personnel performing security functions are also 
authorized to use deadly force when use of such force reasonably appears 
necessary to execute their security mission to protect assets/persons, 
consistent with the terms and conditions contained in the contract or 
with their job description and terms of employment.
    (4) Service performed by Contractor personnel subject to this clause 
is not active duty or service under 38 U.S.C. 106 note.
    (c) Support. Unless specified elsewhere in the contract, the 
Contractor is responsible for all logistical and security support 
required for Contractor personnel engaged in this contract.
    (d) Compliance with laws and regulations. The Contractor shall 
comply with, and shall ensure that its personnel in the designated 
operational area or supporting the diplomatic or consular mission are 
familiar with and comply with, all applicable--
    (1) United States, host country, and third country national laws;
    (2) Treaties and international agreements;
    (3) United States regulations, directives, instructions, policies, 
and procedures; and
    (4) Force protection, security, health, or safety orders, 
directives, and instructions issued by the Chief of Mission or the 
Combatant Commander; however, only the Contracting Officer is authorized 
to modify the terms and conditions of the contract.
    (e) Preliminary personnel requirements. (1) Specific requirements 
for paragraphs (e)(2)(i) through (e)(2)(vi) of this clause will be set 
forth in the statement of work, or elsewhere in the contract.
    (2) Before Contractor personnel depart from the United States or a 
third country, and before Contractor personnel residing in the host 
country begin contract performance in the designated operational area or 
supporting the diplomatic or consular mission, the Contractor shall 
ensure the following:
    (i) All required security and background checks are complete and 
acceptable.
    (ii) All personnel are medically and physically fit and have 
received all required vaccinations.
    (iii) All personnel have all necessary passports, visas, entry 
permits, and other documents required for Contractor personnel to enter 
and exit the foreign country, including those required for in-transit 
countries.
    (iv) All personnel have received--
    (A) A country clearance or special area clearance, if required by 
the chief of mission; and
    (B) Theater clearance, if required by the Combatant Commander.
    (v) All personnel have received personal security training. The 
training must at a minimum--
    (A) Cover safety and security issues facing employees overseas;
    (B) Identify safety and security contingency planning activities; 
and
    (C) Identify ways to utilize safety and security personnel and other 
resources appropriately.

[[Page 200]]

    (vi) All personnel have received isolated personnel training, if 
specified in the contract. Isolated personnel are military or civilian 
personnel separated from their unit or organization in an environment 
requiring them to survive, evade, or escape while awaiting rescue or 
recovery.
    (vii) All personnel who are U.S. citizens are registered with the 
U.S. Embassy or Consulate with jurisdiction over the area of operations 
on-line at http://www.travel.state.gov.
    (3) The Contractor shall notify all personnel who are not a host 
country national or ordinarily resident in the host country that--
    (i) If this contract is with the Department of Defense, or the 
contract relates to supporting the mission of the Department of Defense 
outside the United States, such employees, and dependents residing with 
such employees, who engage in conduct outside the United States that 
would constitute an offense punishable by imprisonment for more than one 
year if the conduct had been engaged in within the special maritime and 
territorial jurisdiction of the United States, may potentially be 
subject to the criminal jurisdiction of the United States (see the 
Military Extraterritorial Jurisdiction Act of 2000 (18 U.S.C. 3261 et 
seq.);
    (ii) Pursuant to the War Crimes Act, 18 U.S.C. 2441, Federal 
criminal jurisdiction also extends to conduct that is determined to 
constitute a war crime when committed by a civilian national of the 
United States; and
    (iii) Other laws may provide for prosecution of U.S. nationals who 
commit offenses on the premises of United States diplomatic, consular, 
military or other United States Government missions outside the United 
States (18 U.S.C. 7(9)).
    (f) Processing and departure points. The Contractor shall require 
its personnel who are arriving from outside the area of performance to 
perform in the designated operational area or supporting the diplomatic 
or consular mission to--
    (1) Process through the departure center designated in the contract 
or complete another process as directed by the Contracting Officer;
    (2) Use a specific point of departure and transportation mode as 
directed by the Contracting Officer; and
    (3) Process through a reception center as designated by the 
Contracting Officer upon arrival at the place of performance.
    (g) Personnel data. (1) Unless personnel data requirements are 
otherwise specified in the contract, the Contractor shall establish and 
maintain with the designated Government official a current list of all 
Contractor personnel in the areas of performance. The Contracting 
Officer will inform the Contractor of the Government official designated 
to receive this data and the appropriate system to use for this effort.
    (2) The Contractor shall ensure that all employees on this list have 
a current record of emergency data, for notification of next of kin, on 
file with both the Contractor and the designated Government official.
    (h) Contractor personnel. The Contracting Officer may direct the 
Contractor, at its own expense, to remove and replace any Contractor 
personnel who fail to comply with or violate applicable requirements of 
this contract. Such action may be taken at the Government's discretion 
without prejudice to its rights under any other provision of this 
contract, including termination for default or cause.
    (i) Weapons. (1) If the Contracting Officer, subject to the approval 
of the Combatant Commander or the Chief of Mission, authorizes the 
carrying of weapons--
    (i) The Contracting Officer may authorize an approved Contractor to 
issue Contractor-owned weapons and ammunition to specified employees; or
    (ii) The ------------ [Contracting Officer to specify individual, 
e.g., Contracting Officer Representative, Regional Security Officer, 
etc,] may issue Government-furnished weapons and ammunition to the 
Contractor for issuance to specified Contractor employees.
    (2) The Contractor shall provide to the Contracting Officer a 
specific list of personnel for whom authorization to carry a weapon is 
requested.
    (3) The Contractor shall ensure that its personnel who are 
authorized to carry weapons--
    (i) Are adequately trained to carry and use them--
    (A) Safely;
    (B) With full understanding of, and adherence to, the rules of the 
use of force issued by the Combatant Commander or the Chief of Mission; 
and
    (C) In compliance with applicable agency policies, agreements, 
rules, regulations, and other applicable law;
    (ii) Are not barred from possession of a firearm by 18 U.S.C. 922; 
and
    (iii) Adhere to all guidance and orders issued by the Combatant 
Commander or the Chief of Mission regarding possession, use, safety, and 
accountability of weapons and ammunition.
    (4) Upon revocation by the Contracting Officer of the Contractor's 
authorization to possess weapons, the Contractor shall ensure that all 
Government-furnished weapons and unexpended ammunition are returned as 
directed by the Contracting Officer.
    (5) Whether or not weapons are Government-furnished, all liability 
for the use of any weapon by Contractor personnel rests solely with the 
Contractor and the Contractor employee using such weapon.

[[Page 201]]

    (j) Vehicle or equipment licenses. Contractor personnel shall 
possess the required licenses to operate all vehicles or equipment 
necessary to perform the contract in the area of performance.
    (k) Military clothing and protective equipment. (1) Contractor 
personnel are prohibited from wearing military clothing unless 
specifically authorized by the Combatant Commander. If authorized to 
wear military clothing, Contractor personnel must wear distinctive 
patches, armbands, nametags, or headgear, in order to be distinguishable 
from military personnel, consistent with force protection measures.
    (2) Contractor personnel may wear specific items required for safety 
and security, such as ballistic, nuclear, biological, or chemical 
protective equipment.
    (l) Evacuation. (1) If the Chief of Mission or Combatant Commander 
orders a mandatory evacuation of some or all personnel, the Government 
will provide to United States and third country national Contractor 
personnel the level of assistance provided to private United States 
citizens.
    (2) In the event of a non-mandatory evacuation order, the Contractor 
shall maintain personnel on location sufficient to meet contractual 
obligations unless instructed to evacuate by the Contracting Officer.
    (m) Personnel recovery. (1) In the case of isolated, missing, 
detained, captured or abducted Contractor personnel, the Government will 
assist in personnel recovery actions.
    (2) Personnel recovery may occur through military action, action by 
non-governmental organizations, other Government-approved action, 
diplomatic initiatives, or through any combination of these options.
    (3) The Department of Defense has primary responsibility for 
recovering DoD contract service employees and, when requested, will 
provide personnel recovery support to other agencies in accordance with 
DoD Directive 2310.2, Personnel Recovery.
    (n) Notification and return of personal effects. (1) The Contractor 
shall be responsible for notification of the employee-designated next of 
kin, and notification as soon as possible to the U.S. Consul responsible 
for the area in which the event occurred, if the employee--
    (i) Dies;
    (ii) Requires evacuation due to an injury; or
    (iii) Is isolated, missing, detained, captured, or abducted.
    (2) The Contractor shall also be responsible for the return of all 
personal effects of deceased or missing Contractor personnel, if 
appropriate, to next of kin.
    (o) Mortuary affairs. Mortuary affairs for Contractor personnel who 
die in the area of performance will be handled as follows:
    (1) If this contract was awarded by DoD, the remains of Contractor 
personnel will be handled in accordance with DoD Directive 1300.22, 
Mortuary Affairs Policy.
    (2)(i) If this contract was awarded by an agency other than DoD, the 
Contractor is responsible for the return of the remains of Contractor 
personnel from the point of identification of the remains to the 
location specified by the employee or next of kin, as applicable, except 
as provided in paragraph (o)(2)(ii) of this clause.
    (ii) In accordance with 10 U.S.C. 1486, the Department of Defense 
may provide, on a reimbursable basis, mortuary support for the 
disposition of remains and personal effects of all U.S. citizens upon 
the request of the Department of State.
    (p) Changes. In addition to the changes otherwise authorized by the 
Changes clause of this contract, the Contracting Officer may, at any 
time, by written order identified as a change order, make changes in 
place of performance or Government-furnished facilities, equipment, 
material, services, or site. Any change order issued in accordance with 
this paragraph shall be subject to the provisions of the Changes clause 
of this contract.
    (q) Subcontracts. The Contractor shall incorporate the substance of 
this clause, including this paragraph (q), in all subcontracts that 
require subcontractor personnel to perform outside the United States--
    (1) In a designated operational area during--
    (i) Contingency operations;
    (ii) Humanitarian or peacekeeping operations; or
    (iii) Other military operations; or military exercises, when 
designated by the Combatant Commander; or
    (2) When supporting a diplomatic or consular mission--
    (i) That has been designated by the Department of State as a danger 
pay post (see http://aoprals.state.gov/Web920/danger--pay--all.asp); or
    (ii) That the Contracting Officer has indicated is subject to this 
clause.

                             (End of clause)

[73 FR 10958, Feb. 28, 2008]



52.225-20  Prohibition on Conducting Restricted Business Operations in Sudan--

Certification.

    As prescribed at 25.1103(d), insert the following provision:

   Prohibition on Conducting Restricted Business Operations in Sudan--
                        Certification (AUG 2009)

    (a) Definitions. As used in this provision--
    Business operations means engaging in commerce in any form, 
including by acquiring, developing, maintaining, owning, selling,

[[Page 202]]

possessing, leasing, or operating equipment, facilities, personnel, 
products, services, personal property, real property, or any other 
apparatus of business or commerce.
    Marginalized populations of Sudan means--
    (1) Adversely affected groups in regions authorized to receive 
assistance under section 8(c) of the Darfur Peace and Accountability Act 
(Pub. L. 109-344) (50 U.S.C. 1701 note); and
    (2) Marginalized areas in Northern Sudan described in section 4(9) 
of such Act.
    Restricted business operations means business operations in Sudan 
that include power production activities, mineral extraction activities, 
oil-related activities, or the production of military equipment, as 
those terms are defined in the Sudan Accountability and Divestment Act 
of 2007 (Pub. L. 110-174). Restricted business operations do not include 
business operations that the person (as that term is defined in Section 
2 of the Sudan Accountability and Divestment Act of 2007) conducting the 
business can demonstrate--
    (1) Are conducted under contract directly and exclusively with the 
regional government of southern Sudan;
    (2) Are conducted pursuant to specific authorization from the Office 
of Foreign Assets Control in the Department of the Treasury, or are 
expressly exempted under Federal law from the requirement to be 
conducted under such authorization;
    (3) Consist of providing goods or services to marginalized 
populations of Sudan;
    (4) Consist of providing goods or services to an internationally 
recognized peacekeeping force or humanitarian organization;
    (5) Consist of providing goods or services that are used only to 
promote health or education; or
    (6) Have been voluntarily suspended.
    (b) Certification. By submission of its offer, the offeror certifies 
that the offeror does not conduct any restricted business operations in 
Sudan.

                           (End of provision)

[73 FR 33640, June 12, 2008, as amended at 74 FR 40466, Aug. 11, 2009]



52.225-21   Required Use of American Iron, Steel, and Other Manufactured 

Goods--Buy American Act--Construction Materials.

    As prescribed in 25.1102(e), insert the following clause:

    Required Use of American Iron, Steel, and Manufactured Goods-Buy 
             American Act--Construction Materials MAR 2009)

    (a) Definitions. As used in this clause--
    Construction material means an article, material, or supply brought 
to the construction site by the Contractor or a subcontractor for 
incorporation into the building or work. The term also includes an item 
brought to the site preassembled from articles, materials, or supplies. 
However, emergency life safety systems, such as emergency lighting, fire 
alarm, and audio evacuation systems, that are discrete systems 
incorporated into a public building or work and that are produced as 
complete systems, are evaluated as a single and distinct construction 
material regardless of when or how the individual parts or components of 
those systems are delivered to the construction site. Materials 
purchased directly by the Government are supplies, not construction 
material.
    Domestic construction material means--
    (1) An unmanufactured construction material mined or produced in the 
United States; or
    (2) A construction material manufactured in the United States.
    Foreign construction material means a construction material other 
than a domestic construction material.
    Manufactured construction material means any construction material 
that is not unmanufactured construction material.
    Steel means an alloy that includes at least 50 percent iron, between 
.02 and 2 percent carbon, and may include other elements.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    Unmanufactured construction material means raw material brought to 
the construction site for incorporation into the building or work that 
has not been--
    (1) Processed into a specific form and shape; or
    (2) Combined with other raw material to create a material that has 
different properties than the properties of the individual raw 
materials.
    (b) Domestic preference. (1) This clause implements--
    (i) Section 1605 of the American Recovery and Reinvestment Act of 
2009 (Recovery Act) (Pub. L. 111-5), by requiring, unless an exception 
applies, that all iron, steel, and other manufactured goods used as 
construction material in the project are produced in the United States; 
and
    (ii) The Buy American Act (41 U.S.C. 10a-10d) by providing a 
preference for unmanufactured domestic construction material.
    (2) The Contractor shall use only domestic construction material in 
performing this contract, except as provided in paragraph (b)(3) and 
(b)(4) of this clause.
    (3) This requirement does not apply to the construction material or 
components listed by the Government as follows:

________________________________________________________________________
[Contracting Officer to list applicable excepted materials or indicate 
``none'']

    (4) The Contracting Officer may add other foreign construction 
material to the list in

[[Page 203]]

paragraph (b)(3) of this clause if the Government determines that--
    (i) The cost of domestic construction material would be 
unreasonable.
    (A) The cost of domestic iron, steel, or other manufactured goods 
used as construction material is unreasonable when the cumulative cost 
of such material will increase the cost of the contract by more than 25 
percent;
    (B) The cost of unmanufactured construction material is unreasonable 
when the cost of such material exceeds the cost of foreign material by 
more than 6 percent;
    (ii) The construction material is not mined, produced, or 
manufactured in the United States in sufficient and reasonably available 
quantities and of a satisfactory quality; or
    (iii) The application of the restriction of section 1605 of the 
Recovery Act or the Buy American Act to a particular construction 
material would be inconsistent with the public interest.
    (c) Request for determination of inapplicability of Section 1605 of 
the Recovery Act or the Buy American Act. (1)(i) Any Contractor request 
to use foreign construction material in accordance with paragraph (b)(4) 
of this clause shall include adequate information for Government 
evaluation of the request, including--
    (A) A description of the foreign and domestic construction 
materials;
    (B) Unit of measure;
    (C) Quantity;
    (D) Cost;
    (E) Time of delivery or availability;
    (F) Location of the construction project;
    (G) Name and address of the proposed supplier; and
    (H) A detailed justification of the reason for use of foreign 
construction materials cited in accordance with paragraph (b)(4) of this 
clause.
    (ii) A request based on unreasonable cost shall include a reasonable 
survey of the market and a completed cost comparison table in the format 
in paragraph (d) of this clause.
    (iii) The cost of construction material shall include all delivery 
costs to the construction site and any applicable duty.
    (iv) Any Contractor request for a determination submitted after 
contract award shall explain why the Contractor could not reasonably 
foresee the need for such determination and could not have requested the 
determination before contract award. If the Contractor does not submit a 
satisfactory explanation, the Contracting Officer need not make a 
determination.
    (2) If the Government determines after contract award that an 
exception to section 1605 of the Recovery Act or the Buy American Act 
applies and the Contracting Officer and the Contractor negotiate 
adequate consideration, the Contracting Officer will modify the contract 
to allow use of the foreign construction material. However, when the 
basis for the exception is the unreasonable cost of a domestic 
construction material, adequate consideration is not less than the 
differential established in paragraph (b)(4)(i) of this clause.
    (3) Unless the Government determines that an exception to section 
1605 of the Recovery Act or the Buy American Act applies, use of foreign 
construction material is noncompliant with section 1605 of the American 
Recovery and Reinvestment Act or the Buy American Act.
    (d) Data. To permit evaluation of requests under paragraph (c) of 
this clause based on unreasonable cost, the Contractor shall include the 
following information and any applicable supporting data based on the 
survey of suppliers:

                           Foreign and Domestic Construction Materials Cost Comparison
----------------------------------------------------------------------------------------------------------------
                                                                                                 Cost  (dollars)
              Construction material description                Unit of measure      Quantity            *
----------------------------------------------------------------------------------------------------------------
Item 1:
    Foreign construction material............................            ____             ____             ____
    Domestic construction material...........................            ____             ____             ____
Item 2
    Foreign construction material............................            ____             ____             ____
    Domestic construction material...........................            ____             ____             ____
----------------------------------------------------------------------------------------------------------------
[List name, address, telephone number, and contact for suppliers surveyed. Attach copy of reponse; if oral,
  attach summary.] [Include other applicable supporting information.]
*Include all delivery costs to the construction site.]

                             (End of clause)

[74 FR 14628, Mar. 31, 2009]



52.225-22  Notice of Required Use of American Iron, Steel, and Other 

Manufactured Goods--Buy American Act--Construction Materials.

    As prescribed in 25.1102(e), insert the following provision:

[[Page 204]]

 Notice of Required Use of American Iron, Steel, and Other Manufactured 
       Goods--Buy American Act--Construction Materials (MAR 2009)

    (a) Definitions. ``Construction material,'' ``domestic construction 
material,'' ``foreign construction material,'' ``manufactured 
construction material,'' ``steel,'' and ``unmanufactured construction 
material,'' as used in this provision, are defined in the clause of this 
solicitation entitled ``Required Use of Iron, Steel, and Other 
Manufactured Goods--Buy American Act--Construction Materials'' (Federal 
Acquisition Regulation (FAR) clause 52.225-21).
    (b) Requests for determinations of inapplicability. An offeror 
requesting a determination regarding the inapplicability of section 1605 
of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) 
(Recovery Act) or the Buy American Act should submit the request to the 
Contracting Officer in time to allow a determination before submission 
of offers. The offeror shall include the information and applicable 
supporting data required by paragraphs (c) and (d) of the clause at FAR 
52.225-21 in the request. If an offeror has not requested a 
determination regarding the inapplicability of 1605 of the Recovery Act 
or the Buy American Act before submitting its offer, or has not received 
a response to a previous request, the offeror shall include the 
information and supporting data in the offer.
    (c) Evaluation of offers. (1) If the Government determines that an 
exception based on unreasonable cost of domestic construction material 
applies, the Government will evaluate an offer requesting exception to 
the requirements of section 1605 of the Recovery Act or the Buy American 
Act by adding to the offered price of the contract--
    (i) 25 percent of the offered price of the contract, if foreign 
iron, steel, or other manufactured goods are used as construction 
material based on unreasonable cost of comparable manufactured domestic 
construction material; and
    (ii) 6 percent of the cost of foreign unmanufactured construction 
material included in the offer based on unreasonable cost of comparable 
domestic unmanufactured construction material.
    (2) If two or more offers are equal in price, the Contracting 
Officer will give preference to an offer that does not include foreign 
construction material excepted at the request of the offeror on the 
basis of unreasonable cost.
    (d) Alternate offers. (1) When an offer includes foreign 
construction material not listed by the Government in this solicitation 
in paragraph (b)(2) of the clause at FAR 52.225-21, the offeror also may 
submit an alternate offer based on use of equivalent domestic 
construction material.
    (2) If an alternate offer is submitted, the offeror shall submit a 
separate Standard Form 1442 for the alternate offer and a separate cost 
comparison table prepared in accordance with paragraphs (c) and (d) of 
the clause at FAR 52.225-21 for the offer that is based on the use of 
any foreign construction material for which the Government has not yet 
determined an exception applies.
    (3) If the Government determines that a particular exception 
requested in accordance with paragraph (c) of the clause at FAR 52.225-
21 does not apply, the Government will evaluate only those offers based 
on use of the equivalent domestic construction material, and the offeror 
shall be required to furnish such domestic construction material. An 
offer based on use of the foreign construction material for which an 
exception was requested--
    (i) Will be rejected as nonresponsive if this acquisition is 
conducted by sealed bidding; or
    (ii) May be accepted if revised during negotiations.

                           (End of provision)

    Alternate I (MAR 2009]). As prescribed in 25.1102(e), substitute the 
following paragraph (b) for paragraph (b) of the basic provision:
    (b) Requests for determinations of inapplicability. An offeror 
requesting a determination regarding the inapplicability of section 1605 
of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) 
(Recovery Act) or the Buy American Act shall submit the request with its 
offer, including the information and applicable supporting data required 
by paragraphs (c) and (d) of the clause at FAR 52.225-21.

[74 FR 14628, Mar. 31, 2009]



52.225-23   Required Use of American Iron, Steel, and Other Manufactured 

Goods--Buy American Act--Construction Materials under Trade Agreements.

    As prescribed in 25.1102(e), insert the following clause:

Required Use of American Iron, Steel, and Other Manufactured Goods--Buy 
   American Act--Construction Materials Under Trade Agreements AUG 09)

    (a) Definitions. As used in this clause--
    Construction material means an article, material, or supply brought 
to the construction site by the Contractor or subcontractor for 
incorporation into the building or work. The term also includes an item 
brought to the site preassembled from articles, materials, or supplies. 
However, emergency life safety systems, such as emergency lighting, fire 
alarm, and audio evacuation systems, that are discrete systems 
incorporated into a public building or work and that are produced as 
complete systems, are evaluated as a single

[[Page 205]]

and distinct construction material regardless of when or how the 
individual parts or components of those systems are delivered to the 
construction site. Materials purchased directly by the Government are 
supplies, not construction material.
    Domestic construction material means--(1) An unmanufactured 
construction material mined or produced in the United States; or
    (2) A construction material manufactured in the United States.
    Foreign construction material means a construction material other 
than a domestic construction material.
    Free trade agreement (FTA) country construction material means a 
construction material that--
    (1) Is wholly the growth, product, or manufacture of an FTA country; 
or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in an FTA country into a new and different construction 
material distinct from the materials from which it was transformed.
    Least developed country construction material means a construction 
material that--
    (1) Is wholly the growth, product, or manufacture of a least 
developed country; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in a least developed country into a new and different 
construction material distinct from the materials from which it was 
transformed.
    Manufactured construction material means any construction material 
that is not unmanufactured construction material.
    Recovery Act designated country means any of the following 
countries:
    (1) A World Trade Organization Government Procurement Agreement (WTO 
GPA) country (Aruba, Austria, Belgium, Bulgaria, Canada, Cyprus, Czech 
Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, 
Hungary, Iceland, Ireland, Israel, Italy, Japan, Korea (Republic of), 
Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, 
Norway, Poland, Portugal, Romania, Singapore, Slovak Republic, Slovenia, 
Spain, Sweden, Switzerland, Taiwan, or United Kingdom);
    (2) A Free Trade Agreement country (FTA)(Australia, Bahrain, Canada, 
Chile, Costa Rica, Dominican Republic, El Salvador, Guatemala, Honduras, 
Israel, Mexico, Morocco, Nicaragua, Oman, Peru, or Singapore); or
    (3) A least developed country (Afghanistan, Angola, Bangladesh, 
Benin, Bhutan, Burkina Faso, Burundi, Cambodia, Central African 
Republic, Chad, Comoros, Democratic Republic of Congo, Djibouti, East 
Timor, Equatorial Guinea, Eritrea, Ethiopia, Gambia, Guinea, Guinea-
Bissau, Haiti, Kiribati, Laos, Lesotho, Liberia, Madagascar, Malawi, 
Maldives, Mali, Mauritania, Mozambique, Nepal, Niger, Rwanda, Samoa, Sao 
Tome and Principe, Senegal, Sierra Leone, Solomon Islands, Somalia, 
Tanzania, Togo, Tuvalu, Uganda, Vanuatu, Yemen, or Zambia).
    Recovery Act designated country construction material means a 
construction material that is a WTO GPA country construction material, 
an FTA country construction material, or a least developed country 
construction material.
    Steel means an alloy that includes at least 50 percent iron, between 
.02 and 2 percent carbon, and may include other elements.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    Unmanufactured construction material means raw material brought to 
the construction site for incorporation into the building or work that 
has not been--
    (1) Processed into a specific form and shape; or
    (2) Combined with other raw material to create a material that has 
different properties than the properties of the individual raw 
materials.
    WTO GPA country construction material means a construction material 
that--
    (1) Is wholly the growth, product, or manufacture of a WTO GPA 
country; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in a WTO GPA country into a new and different construction 
material distinct from the materials from which it was transformed.
    (b) Construction materials. (1) The restrictions of section 1605 of 
the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) 
(Recovery Act) and the Buy American Act (41 U.S.C. 10a-10d) do not apply 
to Recovery Act designated country construction material. Consistent 
with U.S. obligations under international agreements, this clause 
implements--
    (i) Section 1605 of the Recovery Act by requiring, unless an 
exception applies, that all iron, steel, and other manufactured goods 
used as construction material in the project are produced in the United 
States; and
    (ii) The Buy American Act by providing a preference for 
unmanufactured domestic construction material.
    (2) The Contractor shall use only domestic or Recovery Act 
designated country construction material in performing this contract, 
except as provided in paragraphs (b)(3) and (b)(4) of this clause.
    (3) The requirement in paragraph (b)(2) of this clause does not 
apply to the construction materials or components listed by the 
Government as follows:
________________________________________________________________________

[[Page 206]]

[Contracting Officer to list applicable excepted materials or indicate 
``none''.]
    (4) The Contracting Officer may add other construction material to 
the list in paragraph (b)(3) of this clause if the Government determines 
that--
    (i) The cost of domestic construction material would be 
unreasonable.
    (A) The cost of domestic iron, steel, or other manufactured goods 
used as construction material is unreasonable when the cumulative cost 
of such material will increase the overall cost of the contract by more 
than 25 percent;
    (B) The cost of unmanufactured construction material is unreasonable 
when the cost of such material exceeds the cost of foreign material by 
more than 6 percent;
    (ii) The construction material is not mined, produced, or 
manufactured in the United States in sufficient and reasonably available 
commercial quantities of a satisfactory quality; or
    (iii) The application of the restriction of section 1605 of the 
Recovery Act or the Buy American Act to a particular construction 
material would be inconsistent with the public interest.
    (c) Request for determination of inapplicability of section 1605 of 
the Recovery Act or the Buy American Act.
    (1)(i) Any Contractor request to use foreign construction material 
in accordance with paragraph (b)(4) of this clause shall include 
adequate information for Government evaluation of the request, 
including--
    (A) A description of the foreign and domestic construction 
materials;
    (B) Unit of measure;
    (C) Quantity;
    (D) Cost;
    (E) Time of delivery or availability;
    (F) Location of the construction project;
    (G) Name and address of the proposed supplier; and
    (H) A detailed justification of the reason for use of foreign 
construction materials cited in accordance with paragraph (b)(4) of this 
clause.
    (ii) A request based on unreasonable cost shall include a reasonable 
survey of the market and a completed cost comparison table in the format 
in paragraph (d) of this clause.
    (iii) The cost of construction material shall include all delivery 
costs to the construction site and any applicable duty.
    (iv) Any Contractor request for a determination submitted after 
contract award shall explain why the Contractor could not reasonably 
foresee the need for such determination and could not have requested the 
determination before contract award. If the Contractor does not submit a 
satisfactory explanation, the Contracting Officer need not make a 
determination.
    (2) If the Government determines after contract award that an 
exception to section 1605 of the Recovery Act or the Buy American Act 
applies and the Contracting Officer and the Contractor negotiate 
adequate consideration, the Contracting Officer will modify the contract 
to allow use of the foreign construction material. However, when the 
basis for the exception is the unreasonable cost of a domestic 
construction material, adequate consideration is not less than the 
differential established in paragraph (b)(4)(i) of this clause.
    (3) Unless the Government determines that an exception to the 
section 1605 of the Recovery Act or the Buy American Act applies, use of 
foreign construction material other than that covered by trade 
agreements is noncompliant with the applicable Act.
    (d) Data. To permit evaluation of requests under paragraph (c) of 
this clause based on unreasonable cost, the Contractor shall include the 
following information and any applicable supporting data based on the 
survey of suppliers:

                           Foreign and Domestic Construction Materials Cost Comparison
----------------------------------------------------------------------------------------------------------------
              Construction material description                Unit of measure      Quantity     Cost (dollars)*
----------------------------------------------------------------------------------------------------------------
Item 1:
    Foreign construction material............................            ____             ____             ____
    Domestic construction material...........................            ____             ____             ____
Item 2:
    Foreign construction material............................            ____             ____             ____
    Domestic construction material...........................            ____             ____             ____
----------------------------------------------------------------------------------------------------------------
[List name, address, telephone number, and contact for suppliers surveyed. Attach copy of response; if oral,
  attach summary.][Include other applicable supporting information.]
[* Include all delivery costs to the construction site.]

                             (End of clause)

    Alternate I (MAR 2009). As prescribed in 25.1102(e), add the 
following definition of ``Bahrainian, Mexican, or Omani construction 
material'' to paragraph (a) of the basic clause, and substitute the 
following paragraphs (b)(1) and (b)(2) for paragraphs (b)(1) and (b)(2) 
of the basic clause:
    Bahrainian, Mexican, or Omani construction material'' means a 
construction material that--

[[Page 207]]

    (1) Is wholly the growth, product, or manufacture of Bahrain, 
Mexico, or Oman; or
    (2) In the case of a construction material that consists in whole or 
in part of materials from another country, has been substantially 
transformed in Bahrain, Mexico, or Oman into a new and different 
construction material distinct from the materials from which it was 
transformed.
    (b) Construction materials. (1) The restrictions of section 1605 of 
the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) 
(Recovery Act) and the Buy American Act do not apply to Recovery Act 
designated country construction material. Consistent with U.S. 
obligations under international agreements, this clause implements--
    (i) Section 1605 of the Recovery Act, by requiring, unless an 
exception applies, that all iron, steel, and other manufactured goods 
used as construction material in the project are produced in the United 
States; and
    (ii) The Buy American Act providing a preference for unmanufactured 
domestic construction material.
    (2) The Contractor shall use only domestic or Recovery Act 
designated country construction material other than Bahrainian, Mexican, 
or Omani construction material in performing this contract, except as 
provided in paragraphs (b)(3) and (b)(4) of this clause.

[74 FR 14628, Mar. 31, 2009, as amended at 74 FR 40463, Aug. 11, 2009]



52.225-24  Notice of Required Use of American Iron, Steel, and Other 

Manufactured Goods--Buy American Act--Construction Materials under Trade 

Agreements.

    As prescribed in 25.1102(e), insert the following provision:

 Notice of Required Use Of American Iron, Steel, and Other Manufactured 
 Goods--Buy American Act--Construction Materials Under Trade Agreements 
                               (MAR 2009)

    (a) Definitions. ``Construction material,'' ``domestic construction 
material,'' ``foreign construction material,'' ``manufactured 
construction material,'' ``Recovery Act designated country construction 
material,'' ``steel,'' and ``unmanufactured construction material,'' as 
used in this provision, are defined in the clause of this solicitation 
entitled ``Required Use of Iron, Steel, and Other Manufactured Goods--
Buy American Act--Construction Materials Under Trade Agreements'' 
(Federal Acquisition Regulation (FAR) clause 52.225-23).
    (b) Requests for determination of inapplicability. An offeror 
requesting a determination regarding the inapplicability of section 1605 
of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) 
(Recovery Act) or the Buy American Act should submit the request to the 
Contracting Officer in time to allow a determination before submission 
of offers. The offeror shall include the information and applicable 
supporting data required by paragraphs (c) and (d) of FAR clause 52.225-
23 in the request. If an offeror has not requested a determination 
regarding the inapplicability of section 1605 of the Recovery Act or the 
Buy American Act before submitting its offer, or has not received a 
response to a previous request, the offeror shall include the 
information and supporting data in the offer.
    (c) Evaluation of offers. (1) If the Government determines that an 
exception based on unreasonable cost of domestic construction material 
applies, the Government will evaluate an offer requesting exception to 
the requirements of section 1605 of the Recovery Act or the Buy American 
Act by adding to the offered price of the contract--
    (i) 25 percent of the offered price of the contract, if foreign 
iron, steel, or other manufactured goods are used as construction 
material based on unreasonable cost of comparable manufactured domestic 
construction material; and
    (ii) 6 percent of the cost of foreign unmanufactured construction 
material included in the offer based on unreasonable cost of comparable 
domestic unmanufactured construction material.
    (2) If two or more offers are equal in price, the Contracting 
Officer will give preference to an offer that does not include foreign 
construction material excepted at the request of the offeror on the 
basis of unreasonable cost.
    (d) Alternate offers. (1) When an offer includes foreign 
construction material, other than Recovery Act designated country 
construction material, that is not listed by the Government in this 
solicitation in paragraph (b)(3) of FAR clause 52.225-23, the offeror 
also may submit an alternate offer based on use of equivalent domestic 
or Recovery Act designated country construction material.
    (2) If an alternate offer is submitted, the offeror shall submit a 
separate Standard Form 1442 for the alternate offer and a separate cost 
comparison table prepared in accordance with paragraphs (c) and (d) of 
FAR clause 52.225-23 for the offer that is based on the use of any 
foreign construction material for which the Government has not yet 
determined an exception applies.
    (3) If the Government determines that a particular exception 
requested in accordance with paragraph (c) of FAR clause 52.225-23 does 
not apply, the Government will evaluate only those offers based on use 
of the equivalent domestic or Recovery Act designated country 
construction material, and the offeror shall be required to furnish such 
domestic or Recovery Act designated country construction material. An 
offer based on

[[Page 208]]

use of the foreign construction material for which an exception was 
requested--
    (i) Will be rejected as nonresponsive if this acquisition is 
conducted by sealed bidding; or
    (ii) May be accepted if revised during negotiations.

                           (End of provision)

    Alternate I (MAR 2009). As prescribed in 25.1102(e), substitute the 
following paragraph (b) for paragraph (b) of the basic provision:
    (b) Requests for determination of inapplicability. An offeror 
requesting a determination regarding the inapplicability of section 1605 
of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) 
(Recovery Act) or the Buy American Act shall submit the request with its 
offer, including the information and applicable supporting data required 
by paragraphs (c) and (d) of FAR clause 52.225-23.
    Alternate II (MAR 2009). As prescribed in 25.1102(e), add the 
definition of ``Bahrainian, Mexican, or Omani construction material'' to 
paragraph (a) and substitute the following paragraph (d) for paragraph 
(d) of the basic provision:
    (d) Alternate offers. (1) When an offer includes foreign 
construction material, except foreign construction material from a 
Recovery Act designated country other than Bahrain, Mexico, or Oman that 
is not listed by the Government in this solicitation in paragraph (b)(3) 
of FAR clause 52.225-23, the offeror also may submit an alternate offer 
based on use of equivalent domestic or Recovery Act designated country 
construction material other than Bahrainian, Mexican, or Omani 
construction material.
    (2) If an alternate offer is submitted, the offeror shall submit a 
separate Standard Form 1442 for the alternate offer and a separate cost 
comparison table prepared in accordance with paragraphs (c) and (d) of 
FAR clause 52.225-23 for the offer that is based on the use of any 
foreign construction material for which the Government has not yet 
determined an exception applies.
    (3) If the Government determines that a particular exception 
requested in accordance with paragraph (c) of FAR clause 52.225-23 does 
not apply, the Government will evaluate only those offers based on use 
of the equivalent domestic or Recovery Act designated country 
construction material other than Bahrainian, Mexican, or Omani 
construction material. An offer based on use of the foreign construction 
material for which an exception was requested--
    (i) Will be rejected as nonresponsive if this acquisition is 
conducted by sealed bidding; or
    (ii) May be accepted if revised during negotiations.

[74 FR 14628, Mar. 31, 2009]



52.226  [Reserved]



52.226-1  Utilization of Indian Organizations and Indian-Owned Economic 

Enterprises.

    As prescribed in 26.104, insert the following clause:

     Utilization of Indian Organizations and Indian-Owned Economic 
                         Enterprises (JUN 2000)

    (a) Definitions. As used in this clause:
    Indian means any person who is a member of any Indian tribe, band, 
group, pueblo or community that is recognized by the Federal Government 
as eligible for services from the Bureau of Indian Affairs (BIA) in 
accordance with 25 U.S.C. 1452(c) and any ``Native'' as defined in the 
Alaska Native Claims Settlement Act (43 U.S.C. 1601).
    Indian organization means the governing body of any Indian tribe or 
entity established or recognized by the governing body of an Indian 
tribe for the purposes of 25 U.S.C., chapter 17.
    Indian-owned economic enterprise means any Indian-owned (as 
determined by the Secretary of the Interior) commercial, industrial, or 
business activity established or organized for the purpose of profit, 
provided that Indian ownership constitutes not less than 51 percent of 
the enterprise.
    Indian tribe means any Indian tribe, band, group, pueblo or 
community, including native villages and native groups (including 
corporations organized by Kenai, Juneau, Sitka, and Kodiak) as defined 
in the Alaska Native Claims Settlement Act, that is recognized by the 
Federal Government as eligible for services from BIA in accordance with 
25 U.S.C. 1542(c).
    Interested party means a prime contractor or an actual or 
prospective offeror whose direct economic interest would be affected by 
the award of a subcontract or by the failure to award a subcontract.
    (b) The Contractor shall use its best efforts to give Indian 
organizations and Indian-owned economic enterprises (25 U.S.C. 1544) the 
maximum practicable opportunity to participate in the subcontracts it 
awards to the fullest extent consistent with efficient performance of 
its contract.
    (1) The Contracting Officer and the Contractor, acting in good 
faith, may rely on the representation of an Indian organization or 
Indian-owned economic enterprise as to its eligibility, unless an 
interested party challenges its status or the Contracting Officer has 
independent reason to question that status. In the event of a challenge 
to the representation of a subcontractor, the Contracting Officer will 
refer the matter to the U.S. Department of the Interior, Bureau of 
Indian Affairs (BIA), Attn: Chief, Division of Contracting and Grants 
Administration, 1849

[[Page 209]]

C Street, NW., MS 2626-MIB, Washington, DC 20240-4000.
    The BIA will determine the eligibility and notify the Contracting 
Officer. No incentive payment will be made within 50 working days of 
subcontract award or while a challenge is pending. If a subcontractor is 
determined to be an ineligible participant, no incentive payment will be 
made under the Indian Incentive Program.
    (2) The Contractor may request an adjustment under the Indian 
Incentive Program to the following:
    (i) The estimated cost of a cost-type contract.
    (ii) The target cost of a cost-plus-incentive-fee prime contract.
    (iii) The target cost and ceiling price of a fixed-price incentive 
prime contract.
    (iv) The price of a firm-fixed-price prime contract.
    (3) The amount of the adjustment to the prime contract is 5 percent 
of the estimated cost, target cost, or firm-fixed-price included in the 
subcontract initially awarded to the Indian organization or Indian-owned 
economic enterprise.
    (4) The Contractor has the burden of proving the amount claimed and 
must assert its request for an adjustment prior to completion of 
contract performance.
    (c) The Contracting Officer, subject to the terms and conditions of 
the contract and the availability of funds, will authorize an incentive 
payment of 5 percent of the amount paid to the subcontractor. The 
Contracting Officer will seek funding in accordance with agency 
procedures.

                             (End of clause)

[56 FR 41737, Aug. 22, 1991, as amended at 61 FR 39211, July 26, 1996; 
63 FR 70277, Dec. 18, 1998; 64 FR 10533, Mar. 4, 1999; 64 FR 72449, Dec. 
27, 1999; 65 FR 24323, Apr. 25, 2000]



52.226-2  Historically Black College or University and Minority Institution 

Representation.

    As prescribed in 26.304, insert the following provision:

   Historically Black College or University and Minority Institution 
                        Representation (OCT 2008)

    (a) Definitions. As used in this provision--
    Historically black college or university means an institution 
determined by the Secretary of Education to meet the requirements of 34 
CFR 608.2. For the Department of Defense, the National Aeronautics and 
Space Administration, and the Coast Guard, the term also includes any 
nonprofit research institution that was an integral part of such a 
college or university before November 14, 1986.
    Minority institution means an institution of higher education 
meeting the requirements of Section 365(3) of the Higher Education Act 
of 1965 (20 U.S.C. 1067k), including a Hispanic-serving institution of 
higher education, as defined in Section 502(a) of the Act (20 U.S.C. 
1101a).
    (b) Representation. The offeror represents that it--
    [ ] is [ ] is not a historically black college or university;
    [ ] is [ ] is not a minority institution.

                           (End of provision)

[48 FR 42478, Sept. 19, 1983, as amended at 73 FR 53993, Sept. 17, 2008]



52.226-3  Disaster or Emergency Area Representation.

    As prescribed in 26.205(a), insert the following provision:

          Disaster or Emergency Area Representation (NOV 2007)

    (a) Set-aside area. The area covered in this contract is: ----------
------------ [Contracting Officer to fill in with definite geographic 
boundaries.]
    (b) Representations. The offeror represents that it ------does ----
---- does not reside or primarily do business in the set-aside area.
    (c) An offeror is considered to be residing or primarily doing 
business in the set-aside area if, during the last twelve months--
    (1) The offeror had its main operating office in the area; and
    (2) That office generated at least half of the offeror's gross 
revenues and employed at least half of the offeror's permanent 
employees.
    (d) If the offeror does not meet the criteria in paragraph (c) of 
this provision, factors to be considered in determining whether an 
offeror resides or primarily does business in the set-aside area 
include--
    (1) Physical location(s) of the offeror's permanent office(s) and 
date any office in the set-aside area(s) was established;
    (2) Current state licenses;
    (3) Record of past work in the set-aside area(s) (e.g., how much and 
for how long);
    (4) Contractual history the offeror has had with subcontractors and/
or suppliers in the set-aside area;
    (5) Percentage of the offeror's gross revenues attributable to work 
performed in the set-aside area;
    (6) Number of permanent employees the offeror employs in the set-
aside area;
    (7) Membership in local and state organizations in the set-aside 
area; and
    (8) Other evidence that establishes the offeror resides or primarily 
does business in

[[Page 210]]

the set-aside area. For example, sole proprietorships may submit utility 
bills and bank statements.
    (e) If the offeror represents it resides or primarily does business 
in the set-aside area, the offeror shall furnish documentation to 
support its representation if requested by the Contracting Officer. The 
solicitation may require the offeror to submit with its offer 
documentation to support the representation.

                           (End of provision)

[72 FR 63088, Nov. 7, 2007]



52.226-4  Notice of Disaster or Emergency Area Set-Aside.

    As prescribed in 26.205(b), insert the following clause:

        Notice of Disaster or Emergency Area Set-Aside (NOV 2007)

    (a) Set-aside area. Offers are solicited only from businesses 
residing or primarily doing business in -------------------- 
[Contracting Officer to fill in with definite geographic boundaries.] 
Offers received from other businesses shall not be considered.
    (b) This set-aside is in addition to any small business set-aside 
contained in this contract.

                             (End of clause)

[72 FR 63088, Nov. 7, 2007]



52.226-5  Restrictions on Subcontracting Outside Disaster or Emergency Area.

    As prescribed in 26.205(c), insert the following clause:

 Restrictions on Subcontracting Outside Disaster or Emergency Area (NOV 
                                  2007)

    (a) Definitions. The definitions of the following terms used in this 
clause are found in the Small Business Administration regulations at 13 
CFR 125.6(e): cost of the contract, cost of contract performance 
incurred for personnel, cost of manufacturing, cost of materials, 
personnel, and subcontracting.
    (b) The Contractor agrees that in performance of the contract in the 
case of a contract for--
    (1) Services (except construction). At least 50 percent of the cost 
of contract performance incurred for personnel shall be expended for 
employees of the Contractor or employees of other businesses residing or 
primarily doing business in the clause at FAR 52.226--4, Notice of 
Disaster or Emergency Area Set-Aside;
    (2) Supplies (other than procurement from a nonmanufacturer of such 
supplies). The Contractor or employees of other businesses residing or 
primarily doing business in the set-aside area shall perform work for at 
least 50 percent of the cost of manufacturing the supplies, not 
including the cost of materials;
    (3) General construction. The Contractor will perform at least 15 
percent of the cost of the contract, not including the cost of 
materials, with its own employees or employees of other businesses 
residing or primarily doing business in the set-aside area; or
    (4) Construction by special trade Contractors. The Contractor will 
perform at least 25 percent of the cost of the contract, not including 
the cost of materials, with its own employees or employees of other 
businesses residing or primarily doing business in the set-aside area.

                             (End of clause)

[72 FR 63088, Nov. 7, 2007]



52.226-6  Promoting excess food donation to nonprofit organizations.

    As prescribed in 26.404, insert the following clause:
    PROMOTING EXCESS FOOD DONATION TO NONPROFIT ORGANIZATIONS (MAR 2009)
    (a) Definitions. As used in this clause--
    Apparently wholesome food means food that meets all quality and 
labeling standards imposed by Federal, State, and local laws and 
regulations even though the food may not be readily marketable due to 
appearance, age, freshness, grade, size, surplus, or other conditions.
    Excess food means food that--
    (1) Is not required to meet the needs of the executive agencies; and
    (2) Would otherwise be discarded.
    Food-insecure means inconsistent access to sufficient, safe, and 
nutritious food.
    Nonprofit organization means any organization that is--
    (1) Described in section 501(c) of the Internal Revenue Code of 
1986; and
    (2) Exempt from tax under section 501(a) of that Code.
    (b) In accordance with the Federal Food Donation Act of 2008 (Pub. 
L. 110-247), the Contractor is encouraged, to the maximum extent 
practicable and safe, to donate excess, apparently wholesome food to 
nonprofit organizations that provide assistance to food-insecure people 
in the United States.
    (c) Costs. (1) The Contractor, including any subcontractors, shall 
assume the responsibility for all the costs and the logistical support 
to collect, transport, maintain the safety of, or distribute the excess, 
apparently wholesome food to the nonprofit organization(s) that provides 
assistance to food-insecure people.

[[Page 211]]

    (2) The Contractor will not be reimbursed for any costs incurred or 
associated with the donation of excess foods. Any costs incurred for 
excess food donations are unallowable.
    (d) Liability. The Government and the Contractor, including any 
subcontractors, shall be exempt from civil and criminal liability to the 
extent provided under the Bill Emerson Good Samaritan Food Donation Act 
(42 U.S.C. 1791). Nothing in this clause shall be construed to supersede 
State or local health regulations (subsection (f) of 42 U.S.C. 1791).
    (e) Flowdown. The Contractor shall insert this clause in all 
contracts, task orders, delivery orders, purchase orders, and other 
similar instruments greater than $25,000 with its subcontractors or 
suppliers, at any tier, who will perform, under this contract, the 
provision, service, or sale of food in the United States.

                             (End of clause)

[74 FR 11832, Mar. 19, 2009]



52.227-1  Authorization and Consent.

    As prescribed in 27.201-2(a)(1), insert the following clause:

                  Authorization and Consent (DEC 2007)

    (a) The Government authorizes and consents to all use and 
manufacture, in performing this contract or any subcontract at any tier, 
of any invention described in and covered by a United States patent--
    (1) Embodied in the structure or composition of any article the 
delivery of which is accepted by the Government under this contract; or
    (2) Used in machinery, tools, or methods whose use necessarily 
results from compliance by the Contractor or a subcontractor with (i) 
specifications or written provisions forming a part of this contract or 
(ii) specific written instructions given by the Contracting Officer 
directing the manner of performance. The entire liability to the 
Government for infringement of a United States patent shall be 
determined solely by the provisions of the indemnity clause, if any, 
included in this contract or any subcontract hereunder (including any 
lower-tier subcontract), and the Government assumes liability for all 
other infringement to the extent of the authorization and consent 
hereinabove granted.
    (b) The Contractor shall include the substance of this clause, 
including this paragraph (b), in all subcontracts that are expected to 
exceed the simplified acquisition threshold. However, omission of this 
clause from any subcontract, including those at or below the simplified 
acquisition threshold, does not affect this authorization and consent.

                             (End of clause)

    Alternate I (APR 1984). As prescribed in 27.201-2(a)(2), substitute 
the following paragraph (a) for paragraph (a) of the basic clause:

    (a) The Government authorizes and consents to all use and 
manufacture of any invention described in and covered by a United States 
patent in the performance of this contract or any subcontract at any 
tier.

    Alternate II (APR 1984). As prescribed in 27.201-2(a)(3), substitute 
the following paragraph (a) for paragraph (a) of the basic clause:

    (a) The Government authorizes and consents to all use and 
manufacture in the performance of any order at any tier or subcontract 
at any tier placed under this contract for communication services and 
facilities for which rates, charges, and tariffs are not established by 
a government regulatory body, of any invention described in and covered 
by a United States patent (1) embodied in the structure or composition 
of any article the delivery of which is accepted by the Government under 
this contract or (2) used in machinery, tools, or methods whose use 
necessarily results from compliance by the contractor or a subcontractor 
with specifications or written provisions forming a part of this 
contract or with specific written instructions given by the Contracting 
Officer directing the manner of performance.

[49 FR 12986, Mar. 30, 1984, as amended at 60 FR 34761, July 3, 1995; 72 
FR 63065, Nov. 7, 2007]



52.227-2  Notice and Assistance Regarding Patent and Copyright Infringement.

    As prescribed in 27.201-2(b), insert the following clause:

 Notice and Assistance Regarding Patent and Copyright Infringement (DEC 
                                  2007)

    (a) The Contractor shall report to the Contracting Officer, promptly 
and in reasonable written detail, each notice or claim of patent or 
copyright infringement based on the performance of this contract of 
which the Contractor has knowledge.
    (b) In the event of any claim or suit against the Government on 
account of any alleged patent or copyright infringement arising out of 
the performance of this contract or out of the use of any supplies 
furnished or work or services performed under this contract, the 
Contractor shall furnish to the Government, when requested by the 
Contracting Officer, all evidence and information in the Contractor's 
possession pertaining to such claim or suit. Such evidence

[[Page 212]]

and information shall be furnished at the expense of the Government 
except where the Contractor has agreed to indemnify the Government.
    (c) The Contractor shall include the substance of this clause, 
including this paragraph (c), in all subcontracts that are expected to 
exceed the simplified acquisition threshold.

                             (End of clause)

[49 FR 12987, Mar. 30, 1984, as amended at 61 FR 39198, July 26, 1996; 
72 FR 63065, Nov. 7, 2007]



52.227-3  Patent Indemnity.

    As prescribed in 27.201-2(c)(1), insert the following clause:

                       Patent Indemnity (APR 1984)

    (a) The Contractor shall indemnify the Government and its officers, 
agents, and employees against liability, including costs, for 
infringement of any United States patent (except a patent issued upon an 
application that is now or may hereafter be withheld from issue pursuant 
to a Secrecy Order under 35 U.S.C. 181) arising out of the manufacture 
or delivery of supplies, the performance of services, or the 
construction, alteration, modification, or repair of real property 
(hereinafter referred to as construction work) under this contract, or 
out of the use or disposal by or for the account of the Government of 
such supplies or construction work.
    (b) This indemnity shall not apply unless the Contractor shall have 
been informed as soon as practicable by the Government of the suit or 
action alleging such infringement and shall have been given such 
opportunity as is afforded by applicable laws, rules, or regulations to 
participate in its defense. Further, this indemnity shall not apply to 
(1) an infringement resulting from compliance with specific written 
instructions of the Contracting Officer directing a change in the 
supplies to be delivered or in the materials or equipment to be used, or 
directing a manner of performance of the contract not normally used by 
the Contractor, (2) an infringement resulting from addition to or change 
in supplies or components furnished or construction work performed that 
was made subsequent to delivery or performance, or (3) a claimed 
infringement that is unreasonably settled without the consent of the 
Contractor, unless required by final decree of a court of competent 
jurisdiction.

                             (End of clause)

    Alternate I (APR 1984). As prescribed in 27.201-2(c)(2), add the 
following paragraph (c) to the basic clause:

    (c) This patent indemnification shall not apply to the following 
items: ------ [Contracting Officer list and/or identify the items to be 
excluded from this indemnity]

    Alternate II (APR 1984). As prescribed in 27.201-2(c)(2), add the 
following paragraph (c) to the basic clause:

    (c) This patent indemnification shall cover the following items: --
--------

     List or identify the items to be included under this indemnity

    Alternate III (JUL 1995). As prescribed in 27.201-2(c)(3), add the 
following paragraph to the basic clause:

    ( ) As to subcontracts at any tier for communication service, this 
clause shall apply only to individual communication service 
authorizations over the simplified acquisition threshold issued under 
this contract and covering those communications services and facilities 
(1) that are or have been sold or offered for sale by the Contractor to 
the public, (2) that can be provided over commercially available 
equipment, or (3) that involve relatively minor modifications.

[49 FR 12987, Mar. 30, 1984, as amended at 56 FR 15156, Apr. 15, 1991; 
60 FR 34761, July 3, 1995; 72 FR 63065, Nov. 7, 2007]



52.227-4  Patent Indemnity--Construction Contracts.

    As prescribed in 27.201-2(d)(1), insert the following clause:

           Patent Indemnity--Construction Contracts (DEC 2007)

    Except as otherwise provided, the Contractor shall indemnify the 
Government and its officers, agents, and employees against liability, 
including costs and expenses, for infringement of any United States 
patent (except a patent issued upon an application that is now or may 
hereafter be withheld from issue pursuant to a Secrecy Order under 35 
U.S.C. 181) arising out of performing this contract or out of the use or 
disposal by or for the account of the Government of supplies furnished 
or work performed under this contract.

                             (End of clause)

    Alternate I (DEC 2007). As prescribed in 27.201-2(d)(2), designate 
the first paragraph of the basic clause as paragraph (a) and add the 
following paragraph (b) to the basic clause:

    (b) This patent indemnification shall not apply to the following 
items:
    ------------------------------

[[Page 213]]

    [Contracting Officer list the items to be excluded.]

[72 FR 63065, Nov. 7, 2007]



52.227-5  Waiver of Indemnity.

    As prescribed in 27.201-2(e), insert the following clause:

                     Waiver of Indemnity (APR 1984)

    Any provision or clause of this contract to the contrary 
notwithstanding, the Government hereby authorizes and consents to the 
use and manufacture, solely in performing this contract, of any 
invention covered by the United States patents identified below and 
waives indemnification by the Contractor with respect to such patents:
________________________________________________________________________
Contracting Officer identify the patents by number or by other means if 
more appropriate

                             (End of clause)

[49 FR 12987, Mar. 30, 1984, as amended at 72 FR 63066, Nov. 7, 2007]



52.227-6  Royalty Information.

    As prescribed in 27.202-5(a)(1), insert the following provision:

                     Royalty Information (APR 1984)

    (a) Cost or charges for royalties. When the response to this 
solicitation contains costs or charges for royalties totaling more than 
$250, the following information shall be included in the response 
relating to each separate item of royalty or license fee:
    (1) Name and address of licensor.
    (2) Date of license agreement.
    (3) Patent numbers, patent application serial numbers, or other 
basis on which the royalty is payable.
    (4) Brief description, including any part or model numbers of each 
contract item or component on which the royalty is payable.
    (5) Percentage or dollar rate of royalty per unit.
    (6) Unit price of contract item.
    (7) Number of units.
    (8) Total dollar amount of royalties.
    (b) Copies of current licenses. In addition, if specifically 
requested by the Contracting Officer before execution of the contract, 
the offeror shall furnish a copy of the current license agreement and an 
identification of applicable claims of specific patents.

                           (End of provision)

    Alternate I (APR 1984). As prescribed in 27.202-5(a)(2), substitute 
the following for the introductory portion of paragraph (a) of the basic 
provision:

    When the response to this solicitation covers charges for special 
construction or special assembly that contain costs or charges for 
royalties totaling more than $250, the following information shall be 
included in the response relating to each separate item of royalty or 
license fee:

[49 FR 12987, Mar. 30, 1984, as amended at 72 FR 63066, Nov. 7, 2007]



52.227-7  Patents--Notice of Government Licensee.

    As prescribed at 27.202-5(b), insert the following provision:

            Patents--Notice of Government Licensee (APR 1984)

    The Government is obligated to pay a royalty applicable to the 
proposed acquisition because of a license agreement between the 
Government and the patent owner. The patent number is ---- [Contracting 
Officer fill in], and the royalty rate is ---- [Contracting Officer fill 
in]. If the offeror is the owner of, or a licensee under, the patent, 
indicate below:
    ( ) Owner ( ) Licensee
    If an offeror does not indicate that it is the owner or a licensee 
of the patent, its offer will be evaluated by adding thereto an amount 
equal to the royalty.

                           (End of provision)

[49 FR 12988, Mar. 30, 1984, as amended at 72 FR 63066, Nov. 7, 2007]



52.227-8  [Reserved]



52.227-9  Refund of Royalties.

    As prescribed in 27.202-5(c), insert the following clause:

                     Refund of Royalties (APR 1984)

    (a) The contract price includes certain amounts for royalties 
payable by the Contractor or subcontractors or both, which amounts have 
been reported to the Contracting Officer.
    (b) The term royalties as used in this clause refers to any costs or 
charges in the nature of royalties, license fees, patent or license 
amortization costs, or the like, for the use of or for rights in patents 
and patent applications in connection with performing this contract or 
any subcontract hereunder.
    (c) The Contractor shall furnish to the Contracting Officer, before 
final payment under this contract, a statement of royalties paid or 
required to be paid in connection with performing this contract and 
subcontracts hereunder together with the reasons.
    (d) The Contractor will be compensated for royalties reported under 
paragraph (c) above,

[[Page 214]]

only to the extent that such royalties were included in the contract 
price and are determined by the Contracting Officer to be properly 
chargeable to the Government and allocable to the contract. To the 
extent that any royalties that are included in the contract price are 
not in fact paid by the Contractor or are determined by the Contracting 
Officer not to be properly chargeable to the Government and allocable to 
the contract, the contract price shall be reduced. Repayment or credit 
to the Government shall be made as the Contracting Officer directs.
    (e) If, at any time within 3 years after final payment under this 
contract, the Contractor for any reason is relieved in whole or in part 
from the payment of the royalties included in the final contract price 
as adjusted pursuant to paragraph (d) above, the Contractor shall 
promptly notify the Contracting Officer of that fact and shall reimburse 
the Government in a corresponding amount.
    (f) The substance of this clause, including this paragraph (f), 
shall be included in any subcontract in which the amount of royalties 
reported during negotiation of the subcontract exceeds $250.

                             (End of clause)

[49 FR 12988, Mar. 30, 1984, as amended at 72 FR 63066, Nov. 7, 2007]



52.227-10  Filing of Patent Applications--Classified Subject Matter.

    As prescribed at 27.203-2, insert the following clause:

   Filing of Patent Applications--Classified Subject Matter (DEC 2007)

    (a) Before filing or causing to be filed a patent application in the 
United States disclosing any subject matter of this contract classified 
Secret or higher, the Contractor shall, citing the 30-day provision 
below, transmit the proposed application to the Contracting Officer. The 
Government shall determine whether, for reasons of national security, 
the application should be placed under an order of secrecy, sealed in 
accordance with the provision of 35 U.S.C. 181-188, or the issuance of a 
patent otherwise delayed under pertinent United States statutes or 
regulations. The Contractor shall observe any instructions of the 
Contracting Officer regarding the manner of delivery of the patent 
application to the United States Patent Office, but the Contractor shall 
not be denied the right to file the application. If the Contracting 
Officer shall not have given any such instructions within 30 days from 
the date of mailing or other transmittal of the proposed application, 
the Contractor may file the application.
    (b) Before filing a patent application in the United States 
disclosing any subject matter of this contract classified Confidential, 
the Contractor shall furnish to the Contracting Officer a copy of the 
application for Government determination whether, for reasons of 
national security, the application should be placed under an order of 
secrecy or the issuance of a patent should be otherwise delayed under 
pertinent United States statutes or regulations.
    (c) Where the subject matter of this contract is classified for 
reasons of security, the Contractor shall not file, or cause to be 
filed, in any country other than in the United States as provided in 
paragraphs (a) and (b) of this clause, an application or registration 
for a patent containing any of the subject matter of this contract 
without first obtaining written approval of the Contracting Officer.
    (d) When filing any patent application coming within the scope of 
this clause, the Contractor shall observe all applicable security 
regulations covering the transmission of classified subject matter and 
shall promptly furnish to the Contracting Officer the serial number, 
filing date, and name of the country of any such application. When 
transmitting the application to the United States Patent Office, the 
Contractor shall by separate letter identify by agency and number the 
contract or contracts that require security classification markings to 
be placed on the application.
    (e) The Contractor shall include the substance of this clause, 
including this paragraph (e), in all subcontracts that cover or are 
likely to cover classified subject matter.

                             (End of clause)

[49 FR 12988, Mar. 30, 1984, as amended at 72 FR 63066, Nov. 7, 2007]



52.227-11  Patent Rights--Ownership by the Contractor.

    As prescribed in 27.303(b)(1), insert the following clause:

          Patent Rights--Ownership by the Contractor (DEC 2007)

    (a) As used in this clause--
    Invention means any invention or discovery that is or may be 
patentable or otherwise protectable under title 35 of the U.S. Code, or 
any variety of plant that is or may be protectable under the Plant 
Variety Protection Act (7 U.S.C. 2321, et seq.)
    Made means--
    (1) When used in relation to any invention other than a plant 
variety, the conception or first actual reduction to practice of the 
invention; or
    (2) When used in relation to a plant variety, that the Contractor 
has at least tentatively determined that the variety has

[[Page 215]]

been reproduced with recognized characteristics.
    Nonprofit organization means a university or other institution of 
higher education or an organization of the type described in section 
501(c)(3) of the Internal Revenue Code of 1954 (26 U.S.C. 501(c)) and 
exempt from taxation under section 501(a) of the Internal Revenue Code 
(26 U.S.C. 501(a)), or any nonprofit scientific or educational 
organization qualified under a State nonprofit organization statute.
    Practical application means to manufacture, in the case of a 
composition of product; to practice, in the case of a process or method; 
or to operate, in the case of a machine or system; and, in each case, 
under such conditions as to establish that the invention is being 
utilized and that its benefits are, to the extent permitted by law or 
Government regulations, available to the public on reasonable terms.
    Subject invention means any invention of the Contractor made in the 
performance of work under this contract.
    (b) Contractor's rights --(1) Ownership. The Contractor may retain 
ownership of each subject invention throughout the world in accordance 
with the provisions of this clause.
    (2) License. (i) The Contractor shall retain a nonexclusive royalty-
free license throughout the world in each subject invention to which the 
Government obtains title, unless the Contractor fails to disclose the 
invention within the times specified in paragraph (c) of this clause. 
The Contractor's license extends to any domestic subsidiaries and 
affiliates within the corporate structure of which the Contractor is a 
part, and includes the right to grant sublicenses to the extent the 
Contractor was legally obligated to do so at contract award. The license 
is transferable only with the written approval of the agency, except 
when transferred to the successor of that part of the Contractor's 
business to which the invention pertains.
    (ii) The Contractor's license may be revoked or modified by the 
agency to the extent necessary to achieve expeditious practical 
application of the subject invention in a particular country in 
accordance with the procedures in FAR 27.302(i)(2) and 27.304-1(f).
    (c) Contractor's obligations. (1) The Contractor shall disclose in 
writing each subject invention to the Contracting Officer within 2 
months after the inventor discloses it in writing to Contractor 
personnel responsible for patent matters. The disclosure shall identify 
the inventor(s) and this contract under which the subject invention was 
made. It shall be sufficiently complete in technical detail to convey a 
clear understanding of the subject invention. The disclosure shall also 
identify any publication, on sale (i.e., sale or offer for sale), or 
public use of the subject invention, or whether a manuscript describing 
the subject invention has been submitted for publication and, if so, 
whether it has been accepted for publication. In addition, after 
disclosure to the agency, the Contractor shall promptly notify the 
Contracting Officer of the acceptance of any manuscript describing the 
subject invention for publication and any on sale or public use.
    (2) The Contractor shall elect in writing whether or not to retain 
ownership of any subject invention by notifying the Contracting Officer 
within 2 years of disclosure to the agency. However, in any case where 
publication, on sale, or public use has initiated the 1-year statutory 
period during which valid patent protection can be obtained in the 
United States, the period for election of title may be shortened by the 
agency to a date that is no more than 60 days prior to the end of the 
statutory period.
    (3) The Contractor shall file either a provisional or a 
nonprovisional patent application or a Plant Variety Protection 
Application on an elected subject invention within 1 year after 
election. However, in any case where a publication, on sale, or public 
use has initiated the 1-year statutory period during which valid patent 
protection can be obtained in the United States, the Contractor shall 
file the application prior to the end of that statutory period. If the 
Contractor files a provisional application, it shall file a 
nonprovisional application within 10 months of the filing of the 
provisional application. The Contractor shall file patent applications 
in additional countries or international patent offices within either 10 
months of the first filed patent application (whether provisional or 
nonprovisional) or 6 months from the date permission is granted by the 
Commissioner of Patents to file foreign patent applications where such 
filing has been prohibited by a Secrecy Order.
    (4) The Contractor may request extensions of time for disclosure, 
election, or filing under paragraphs (c)(1), (c)(2), and (c)(3) of this 
clause.
    (d) Government's rights--(1) Ownership. The Contractor shall assign 
to the agency, on written request, title to any subject invention--
    (i) If the Contractor fails to disclose or elect ownership to the 
subject invention within the times specified in paragraph (c) of this 
clause, or elects not to retain ownership; provided, that the agency may 
request title only within 60 days after learning of the Contractor's 
failure to disclose or elect within the specified times.
    (ii) In those countries in which the Contractor fails to file patent 
applications within the times specified in paragraph (c) of this clause; 
provided, however, that if the Contractor has filed a patent application 
in a country after the times specified in paragraph (c) of this clause, 
but prior to its receipt of the written request of the agency,

[[Page 216]]

the Contractor shall continue to retain ownership in that country.
    (iii) In any country in which the Contractor decides not to continue 
the prosecution of any application for, to pay the maintenance fees on, 
or defend in reexamination or opposition proceeding on, a patent on a 
subject invention.
    (2) License. If the Contractor retains ownership of any subject 
invention, the Government shall have a nonexclusive, nontransferable, 
irrevocable, paid-up license to practice, or have practiced for or on 
its behalf, the subject invention throughout the world.
    (e) Contractor action to protect the Government's interest. (1) The 
Contractor shall execute or have executed and promptly deliver to the 
agency all instruments necessary to--
    (i) Establish or confirm the rights the Government has throughout 
the world in those subject inventions in which the Contractor elects to 
retain ownership; and
    (ii) Assign title to the agency when requested under paragraph (d) 
of this clause and to enable the Government to obtain patent protection 
and plant variety protection for that subject invention in any country.
    (2) The Contractor shall require, by written agreement, its 
employees, other than clerical and nontechnical employees, to disclose 
promptly in writing to personnel identified as responsible for the 
administration of patent matters and in the Contractor's format, each 
subject invention in order that the Contractor can comply with the 
disclosure provisions of paragraph (c) of this clause, and to execute 
all papers necessary to file patent applications on subject inventions 
and to establish the Government's rights in the subject inventions. The 
disclosure format should require, as a minimum, the information required 
by paragraph (c)(1) of this clause. The Contractor shall instruct such 
employees, through employee agreements or other suitable educational 
programs, as to the importance of reporting inventions in sufficient 
time to permit the filing of patent applications prior to U.S. or 
foreign statutory bars.
    (3) The Contractor shall notify the Contracting Officer of any 
decisions not to file a nonprovisional patent application, continue the 
prosecution of a patent application, pay maintenance fees, or defend in 
a reexamination or opposition proceeding on a patent, in any country, 
not less than 30 days before the expiration of the response or filing 
period required by the relevant patent office.
    (4) The Contractor shall include, within the specification of any 
United States nonprovisional patent or plant variety protection 
application and any patent or plant variety protection certificate 
issuing thereon covering a subject invention, the following statement, 
``This invention was made with Government support under (identify the 
contract) awarded by (identify the agency). The Government has certain 
rights in the invention.''
    (f) Reporting on utilization of subject inventions. The Contractor 
shall submit, on request, periodic reports no more frequently than 
annually on the utilization of a subject invention or on efforts at 
obtaining utilization of the subject invention that are being made by 
the Contractor or its licensees or assignees. The reports shall include 
information regarding the status of development, date of first 
commercial sale or use, gross royalties received by the Contractor, and 
other data and information as the agency may reasonably specify. The 
Contractor also shall provide additional reports as may be requested by 
the agency in connection with any march-in proceeding undertaken by the 
agency in accordance with paragraph (h) of this clause. The Contractor 
also shall mark any utilization report as confidential/proprietary to 
help prevent inadvertent release outside the Government. As required by 
35 U.S.C. 202(c)(5), the agency will not disclose that information to 
persons outside the Government without the Contractor's permission.
    (g) Preference for United States industry. Notwithstanding any other 
provision of this clause, neither the Contractor nor any assignee shall 
grant to any person the exclusive right to use or sell any subject 
invention in the United States unless the person agrees that any 
products embodying the subject invention or produced through the use of 
the subject invention will be manufactured substantially in the United 
States. However, in individual cases, the requirement for an agreement 
may be waived by the agency upon a showing by the Contractor or its 
assignee that reasonable but unsuccessful efforts have been made to 
grant licenses on similar terms to potential licensees that would be 
likely to manufacture substantially in the United States, or that under 
the circumstances domestic manufacture is not commercially feasible.
    (h) March-in rights. The Contractor acknowledges that, with respect 
to any subject invention in which it has retained ownership, the agency 
has the right to require licensing pursuant to 35 U.S.C. 203 and 210(c), 
and in accordance with the procedures in 37 CFR 401.6 and any 
supplemental regulations of the agency in effect on the date of contract 
award.
    (i) Special provisions for contracts with nonprofit organizations. 
If the Contractor is a nonprofit organization, it shall--
    (1) Not assign rights to a subject invention in the United States 
without the written approval of the agency, except where an assignment 
is made to an organization that has as one of its primary functions the 
management of inventions, provided, that the assignee shall be subject 
to the same provisions as the Contractor;

[[Page 217]]

    (2) Share royalties collected on a subject invention with the 
inventor, including Federal employee co-inventors (but through their 
agency if the agency deems it appropriate) when the subject invention is 
assigned in accordance with 35 U.S.C. 202(e) and 37 CFR 401.10;
    (3) Use the balance of any royalties or income earned by the 
Contractor with respect to subject inventions, after payment of expenses 
(including payments to inventors) incidental to the administration of 
subject inventions for the support of scientific research or education; 
and
    (4) Make efforts that are reasonable under the circumstances to 
attract licensees of subject inventions that are small business 
concerns, and give a preference to a small business concern when 
licensing a subject invention if the Contractor determines that the 
small business concern has a plan or proposal for marketing the 
invention which, if executed, is equally as likely to bring the 
invention to practical application as any plans or proposals from 
applicants that are not small business concerns; provided, that the 
Contractor is also satisfied that the small business concern has the 
capability and resources to carry out its plan or proposal. The decision 
whether to give a preference in any specific case will be at the 
discretion of the Contractor.
    (5) Allow the Secretary of Commerce to review the Contractor's 
licensing program and decisions regarding small business applicants, and 
negotiate changes to its licensing policies, procedures, or practices 
with the Secretary of Commerce when the Secretary's review discloses 
that the Contractor could take reasonable steps to more effectively 
implement the requirements of paragraph (i)(4) of this clause.
    (j) Communications. [Complete according to agency instructions.]
    (k) Subcontracts. (1) The Contractor shall include the substance of 
this clause, including this paragraph (k), in all subcontracts for 
experimental, developmental, or research work to be performed by a small 
business concern or nonprofit organization.
    (2) The Contractor shall include in all other subcontracts for 
experimental, developmental, or research work the substance of the 
patent rights clause required by FAR Subpart 27.3.
    (3) At all tiers, the patent rights clause must be modified to 
identify the parties as follows: references to the Government are not 
changed, and the subcontractor has all rights and obligations of the 
Contractor in the clause. The Contractor shall not, as part of the 
consideration for awarding the subcontract, obtain rights in the 
subcontractor's subject inventions.
    (4) In subcontracts, at any tier, the agency, the subcontractor, and 
the Contractor agree that the mutual obligations of the parties created 
by this clause constitute a contract between the subcontractor and the 
agency with respect to the matters covered by the clause; provided, 
however, that nothing in this paragraph is intended to confer any 
jurisdiction under the Contract Disputes Act in connection with 
proceedings under paragraph (h) of this clause.

                             (End of clause)

    Alternate I (JUN 1989). As prescribed in 27.303(b)(3), add the 
following sentence at the end of paragraph (d)(2) of the basic clause:

    The license shall include the right of the Government to sublicense 
foreign governments, their nationals and international organizations 
pursuant to the following treaties or international agreements: --------
------*
    [* Contracting Officer complete with the names of applicable 
existing treaties or international agreements. The above language is not 
intended to apply to treaties or agreements that are in effect on the 
date of the award but are not listed.]
    Alternate II (DEC 2007). As prescribed in 27.303(b)(4), add the 
following sentence at the end of paragraph (d)(2) of the basic clause:

    The agency reserves the right to unilaterally amend this contract to 
identify specific treaties or international agreements entered into by 
the Government before or after the effective date of the contract and 
effectuate those license or other rights that are necessary for the 
Government to meet its obligations to foreign governments, their 
nationals, and international organizations under the treaties or 
international agreements with respect to subject inventions made after 
the date of the amendment.
    Alternate III (JUN 1989). As prescribed in 27.303(b)(5), substitute 
the following paragraph (i)(3) in place of paragraph (i)(3) of the basic 
clause:

    (3) After payment of patenting costs, licensing costs, payments to 
inventors, and other expenses incidental to the administration of 
subject inventions, the balance of any royalties or income earned and 
retained by the Contractor during any fiscal year on subject inventions 
under this or any successor contract containing the same requirement, up 
to any amount equal to 5 percent of the budget of the facility for that 
fiscal year, shall be used by the Contractor for the scientific 
research, development, and education consistent with the research and 
development mission and objectives of the facility,

[[Page 218]]

including activities that increase the licensing potential of other 
inventions of the facility. If the balance exceeds 5 percent, 75 percent 
of the excess above 5 percent shall be paid by the Contractor to the 
Treasury of the United States and the remaining 25 percent shall be used 
by the Contractor only for the same purposes as described above. To the 
extent it provides the most effective technology transfer, the licensing 
of subject inventions shall be administered by Contractor employees on 
location at the facility.
    Alternate IV (JUN 1989). As prescribed in 27.303(b)(6), include the 
following paragraph (e)(5) in paragraph (e) of the basic clause:

    (5) The Contractor shall establish and maintain active and effective 
procedures to ensure that subject inventions are promptly identified and 
timely disclosed, and shall submit a description of the procedures to 
the Contracting Officer so that the Contracting Officer may evaluate and 
determine their effectiveness.
    Alternate V. (DEC 2007) As prescribed in 27.303(b)(7), include the 
following paragraph (d)(3) in paragraph (d) of the basic clause:

    (d)(3) CRADA licensing. If the Contractor performs services at a 
Government owned and operated laboratory or at a Government owned and 
Contractor operated laboratory directed by the Government to fulfill the 
Government's obligations under a Cooperative Research and Development 
Agreement (CRADA) authorized by 15 U.S.C. 3710a, the Government may 
require the Contractor to negotiate an agreement with the CRADA 
collaborating party or parties regarding the allocation of rights to any 
subject invention the Contractor makes, solely or jointly, under the 
CRADA. The agreement shall be negotiated prior to the Contractor 
undertaking the CRADA work or, with the permission of the Government, 
upon the identification of a subject invention. In the absence of such 
an agreement, the Contractor agrees to grant the collaborating party or 
parties an option for a license in its inventions of the same scope and 
terms set forth in the CRADA for inventions made by the Government.

[72 FR 63066, Nov. 7, 2007]



52.227-12  [Reserved]



52.227-13  Patent Rights--Ownership by the Government.

    As prescribed at 27.303(e), insert the following clause:

          Patent Rights--Ownership by the Government (DEC 2007)

    (a) Definitions. As used in this clause--
    Invention means any invention or discovery that is or may be 
patentable or otherwise protectable under title 35 of the U.S. Code or 
any variety of plant that is or may be protectable under the Plant 
Variety Protection Act (7 U.S.C. 2321, et seq.)
    Made means--
    (1) When used in relation to any invention other than a plant 
variety, means the conception or first actual reduction to practice of 
the invention; or
    (2) When used in relation to a plant variety, means that the 
Contractor has at least tentatively determined that the variety has been 
reproduced with recognized characteristics.
    Practical application, means to manufacture, in the case of a 
composition or product; to practice, in the case of a process or method; 
or to operate, in the case of a machine or system; and, in each case, 
under such conditions as to establish that the invention is being 
utilized and that its benefits are, to the extent permitted by law or 
Government regulations, available to the public on reasonable terms.
    Subject invention, means any invention of the Contractor made in the 
performance of work under this contract.
    (b) Ownership--(1) Assignment to the Government. The Contractor 
shall assign to the Government title throughout the world to each 
subject invention, except to the extent that rights are retained under 
paragraphs (b)(2) and (d) of this clause.
    (2)Greater rights determinations.(i) The Contractor, or an employee-
inventor after consultation with the Contractor, may request greater 
rights than the nonexclusive license provided in paragraph (d) of this 
clause. The request for a greater rights must be submitted to the 
Contracting Officer at the time of the first disclosure of the subject 
invention pursuant to paragraph (e)(2) of this clause, or not later than 
8 months thereafter, unless a longer period is authorized in writing by 
the Contracting Officer for good cause shown in writing by the 
Contractor. Each determination of greater rights under this contract 
normally shall be subject to paragraph (c) of this clause, and to the 
reservations and conditions deemed to be appropriate by the agency.
    (ii) Upon request, the Contractor shall provide the filing date, 
serial number and title, a copy of the patent application (including an 
English-language version if filed in a language other than English), and 
patent number and issue date for any subject invention in any country 
for which the Contractor has retained title.

[[Page 219]]

    (iii) Upon request, the Contractor shall furnish the agency an 
irrevocable power to inspect and make copies of the patent application 
file.
    (c) Minimum rights acquired by the Government. (1) Regarding each 
subject invention to which the Contractor retains ownership, the 
Contractor agrees as follows:
    (i) The Government will have a nonexclusive, nontransferable, 
irrevocable, paid-up license to practice, or have practiced for or on 
its behalf, the subject invention throughout the world.
    (ii) The agency has the right to require licensing pursuant to 35 
U.S.C. 203 and 210(c) and in accordance with the procedures set forth in 
37 CFR 401.6 and any supplemental regulations of the agency in effect on 
the date of the contract award.
    (iii) Upon request, the Contractor shall submit periodic reports no 
more frequently than annually on the utilization, or efforts to obtain 
utilization, of a subject invention by the Contractor or its licensees 
or assignees. The reports shall include information regarding the status 
of development, date of first commercial sale or use, gross royalties 
received by the Contractor, and any other data and information as the 
agency may reasonably specify. The Contractor also shall provide 
additional reports as may be requested by the agency in connection with 
any march-in proceedings undertaken by the agency in accordance with 
paragraph (c)(1)(ii) of this clause. To the extent data or information 
supplied under this section is considered by the Contractor, or its 
licensees, or assignees to be privileged and confidential and is so 
marked, the agency, to the extent permitted by law, will not disclose 
such information to persons outside the Government.
    (iv) When licensing a subject invention, the Contractor shall--
    (A) Ensure that no royalties are charged on acquisitions involving 
Government funds, including funds derived through a Military Assistance 
Program of the Government or otherwise derived through the Government;
    (B) Refund any amounts received as royalty charges on a subject 
invention in acquisitions for, or on behalf of, the Government;
    (C) Provide for this refund in any instrument transferring rights in 
the subject invention to any party.
    (v) When transferring rights in a subject invention, the Contractor 
shall provide for the Government's rights set forth in paragraphs 
(c)(1)(i) through (c)(1)(iv) of this clause.
    (2) Nothing contained in paragraph (c) of this clause shall be 
deemed to grant to the Government rights in any invention other than a 
subject invention.
    (d) Minimum rights to the Contractor. (1) The Contractor is hereby 
granted a revocable, nonexclusive, paid-up license in each patent 
application filed in any country on a subject invention and any 
resulting patent in which the Government obtains title, unless the 
Contractor fails to disclose the subject invention within the times 
specified in paragraph (e)(2) of this clause. The Contractor's license 
extends to any of its domestic subsidiaries and affiliates within the 
corporate structure of which the Contractor is a part, and includes the 
right to grant sublicenses to the extent the Contractor was legally 
obligated to do so at contract award. The license is transferable only 
with the written approval of the agency except when transferred to the 
successor of that part of the Contractor's business to which the subject 
invention pertains.
    (2) The Contractor's license may be revoked or modified by the 
agency to the extent necessary to achieve expeditious practical 
application of the subject invention in a particular country in 
accordance with the procedures in FAR 27.302(i)(2) and 27.304-1(f).
    (3) When the Government elects not to apply for a patent in any 
foreign country, the Contractor retains rights in that foreign country 
to apply for a patent, subject to the Government's rights in paragraph 
(c)(1) of this clause.
    (e) Invention identification, disclosures, and reports. (1) The 
Contractor shall establish and maintain active and effective procedures 
to educate its employees in order to assure that subject inventions are 
promptly identified and disclosed to Contractor personnel responsible 
for patent matters. The procedures shall include the maintenance of 
laboratory notebooks or equivalent records and other records as are 
reasonably necessary to document the conception and/or the first actual 
reduction to practice of subject inventions, and records that show the 
procedures for identifying and disclosing subject inventions are 
followed. Upon request, the Contractor shall furnish the Contracting 
Officer a description of these procedures for evaluation and for a 
determination as to their effectiveness.
    (2) The Contractor shall disclose in writing each subject invention 
to the Contracting Officer within 2 months after the inventor discloses 
it in writing to Contractor personnel responsible for patent matters or, 
if earlier, within 6 months after the Contractor becomes aware that a 
subject invention has been made, but in any event before any on sale 
(i.e., sale or offer for sale), public use, or publication of the 
subject invention known to the Contractor. The disclosure shall identify 
the contract under which the subject invention was made and the 
inventor(s). It shall be sufficiently complete in technical detail to 
convey a clear understanding of the subject invention. The disclosure 
shall also identify any publication, on sale, or public use of the 
subject invention and whether a manuscript describing the subject 
invention

[[Page 220]]

has been submitted for publication and, if so, whether it has been 
accepted for publication. In addition, after disclosure to the agency, 
the Contractor shall promptly notify the Contracting Officer of the 
acceptance of any manuscript describing the subject invention for 
publication and any on sale or public use.
    (3) The Contractor shall furnish the Contracting Officer the 
following:
    (i) Interim reports every 12 months (or a longer period as may be 
specified by the Contracting Officer) from the date of the contract, 
listing subject inventions during that period, and stating that all 
subject inventions have been disclosed (or that there are none) and that 
the procedures required by paragraph (e)(1) of this clause have been 
followed.
    (ii) A final report, within 3 months after completion of the 
contracted work, listing all subject inventions or stating that there 
were none, and listing all subcontracts at any tier containing a patent 
rights clause or stating that there were none.
    (4) The Contractor shall require, by written agreement, its 
employees, other than clerical and nontechnical employees, to disclose 
promptly in writing to personnel identified as responsible for the 
administration of patent matters and in the Contractor's format each 
subject invention in order that the Contractor can comply with the 
disclosure provisions of paragraph (c) of this clause, and to execute 
all papers necessary to file patent applications on subject inventions 
and to establish the Government's rights in the subject inventions. This 
disclosure format should require, as a minimum, the information required 
by paragraph (e)(2) of this clause. The Contractor shall instruct such 
employees, through employee agreements or other suitable educational 
programs, as to the importance of reporting inventions in sufficient 
time to permit the filing of patent applications prior to U.S. or 
foreign statutory bars.
    (5) Subject to FAR 27.302(i), the Contractor agrees that the 
Government may duplicate and disclose subject invention disclosures and 
all other reports and papers furnished or required to be furnished 
pursuant to this clause.
    (f) Examination of records relating to inventions. (1) The 
Contracting Officer or any authorized representative shall, until 3 
years after final payment under this contract, have the right to examine 
any books (including laboratory notebooks), records, and documents of 
the Contractor relating to the conception or first actual reduction to 
practice of inventions in the same field of technology as the work under 
this contract to determine whether--
    (i) Any inventions are subject inventions;
    (ii) The Contractor has established and maintains the procedures 
required by paragraphs (e)(1) and (e)(4) of this clause; and
    (iii) The Contractor and its inventors have complied with the 
procedures.
    (2) The Contractor shall disclose to the Contracting Officer, for 
the determination of ownership rights, any unreported invention that the 
Contracting Officer believes may be a subject invention.
    (3) Any examination of records under paragraph (f) of this clause 
will be subject to appropriate conditions to protect the confidentiality 
of the information involved.
    (g)  Withholding of payment. (This paragraph does not apply to 
subcontracts.) (1) Any time before final payment under this contract, 
the Contracting Officer may, in the Government's interest, withhold 
payment until a reserve not exceeding $50,000 or 5 percent of the amount 
of this contract, whichever is less, shall have been set aside if, in 
the Contracting Officer's opinion, the Contractor fails to--
    (i) Establish, maintain, and follow effective procedures for 
identifying and disclosing subject inventions pursuant to paragraph 
(e)(1) of this clause;
    (ii) Disclose any subject invention pursuant to paragraph (e)(2) of 
this clause;
    (iii) Deliver acceptable interim reports pursuant to paragraph 
(e)(3)(i) of this clause; or
    (iv) Provide the information regarding subcontracts pursuant to 
paragraph (i)(4) of this clause.
    (2) The Contracting Officer will withhold the reserve or balance 
until the Contracting Officer has determined that the Contractor has 
rectified whatever deficiencies exist and has delivered all reports, 
disclosures, and other information required by this clause.
    (3) The Contracting Officer will not make final payment under this 
contract before the Contractor delivers to the Contracting Officer, as 
required by this clause, all disclosures of subject inventions, an 
acceptable final report, and all due confirmatory instruments.
    (4) The Contracting Officer may decrease or increase the sums 
withheld up to the maximum authorized. The Contracting Officer will not 
withhold any amount under this paragraph while the amount specified by 
this paragraph is being withheld under other provisions of the contract. 
The withholding of any amount or the subsequent payment shall not be 
construed as a waiver of any Government rights.
    (h) Preference for United States industry. Unless provided 
otherwise, neither the Contractor nor any assignee shall grant to any 
person the exclusive right to use or sell any subject invention in the 
United States unless the person agrees that any products embodying the 
subject invention or produced through the use of the subject invention 
will be manufactured substantially in the United States. However, in 
individual cases, the requirement may be waived by the agency

[[Page 221]]

upon a showing by the Contractor or assignee that reasonable but 
unsuccessful efforts have been made to grant licenses on similar terms 
to potential licensees that would be likely to manufacture substantially 
in the United States or that, under the circumstances, domestic 
manufacture is not commercially feasible.
    (i) Subcontracts. (1) The Contractor shall include the substance of 
the patent rights clause required by FAR Subpart 27.3 in all 
subcontracts for experimental, developmental, or research work. The 
prescribed patent rights clause must be modified to identify the parties 
as follows: references to the Government are not changed, and the 
subcontractor has all rights and obligations of the Contractor in the 
clause. The Contractor shall not, as part of the consideration for 
awarding the subcontract, obtain rights in the subcontractor's subject 
inventions.
    (2) In the event of a refusal by a prospective subcontractor to 
accept the clause, the Contractor--
    (i) Shall promptly submit a written notice to the Contracting 
Officer setting forth the subcontractor's reasons for such refusal and 
other pertinent information that may expedite disposition of the matter; 
and
    (ii) Shall not proceed with such subcontract without the written 
authorization of the Contracting Officer.
    (3) In subcontracts at any tier, the agency, the subcontractor, and 
the Contractor agree that the mutual obligations of the parties created 
by the patent rights clause constitute a contract between the 
subcontractor and the agency with respect to those matters covered by 
this clause.
    (4) The Contractor shall promptly notify the Contracting Officer in 
writing upon the award of any subcontract at any tier containing a 
patent rights clause by identifying the subcontractor, the applicable 
patent rights clause, the work to be performed under the subcontract, 
and the dates of award and estimated completion. Upon request of the 
Contracting Officer, the Contractor shall furnish a copy of such 
subcontract, and, no more frequently than annually, a listing of the 
subcontracts that have been awarded.

                             (End of clause)

    Alternate I (JUN 1989). As prescribed in 27.303(e) (4), add the 
following sentence at the end of paragraph (c)(1)(i) of the basic 
clause:

    The license will include the right of the Government to sublicense 
foreign governments, their nationals, and international organizations 
pursuant to the following treaties or international agreements: --------
--------*
    [* Contracting Officer complete with the names of applicable 
existing treaties or international agreements. The above language is not 
intended to apply to treaties or agreements that are in effect on the 
date of the award but are not listed.]
    Alternate II (DEC 2007). As prescribed in 27.303(e) (5), add the 
following sentence at the end of paragraph (c)(1)(i) of the basic 
clause:

    The agency reserves the right to unilaterally amend this contract to 
identify specific treaties or international agreements entered into by 
the Government before or after the effective date of this contract, and 
effectuate those license or other rights that are necessary for the 
Government to meet its obligations to foreign governments, their 
nationals, and international organizations under treaties or 
international agreements with respect to subject inventions made after 
the date of the amendment.

[72 FR 63068, Nov. 7, 2007]



52.227-14  Rights in Data--General.

    As prescribed in 27.409(b)(1), insert the following clause with any 
appropriate alternates:

                   Rights in Data--General (DEC 2007)

    (a) Definitions. As used in this clause--
    Computer database or database means a collection of recorded 
information in a form capable of, and for the purpose of, being stored 
in, processed, and operated on by a computer. The term does not include 
computer software.
    Computer software--(1) Means (i) Computer programs that comprise a 
series of instructions, rules, routines, or statements, regardless of 
the media in which recorded, that allow or cause a computer to perform a 
specific operation or series of operations; and
    (ii) Recorded information comprising source code listings, design 
details, algorithms, processes, flow charts, formulas, and related 
material that would enable the computer program to be produced, created, 
or compiled.
    (2) Does not include computer databases or computer software 
documentation.
    Computer software documentation means owner's manuals, user's 
manuals, installation instructions, operating instructions, and other 
similar items, regardless of storage medium, that explain the 
capabilities of the computer software or provide instructions for using 
the software.
    Data means recorded information, regardless of form or the media on 
which it may be recorded. The term includes technical data and computer 
software. The term does not include information incidental to contract

[[Page 222]]

administration, such as financial, administrative, cost or pricing, or 
management information.
    Form, fit, and function data means data relating to items, 
components, or processes that are sufficient to enable physical and 
functional interchangeability, and data identifying source, size, 
configuration, mating and attachment characteristics, functional 
characteristics, and performance requirements. For computer software it 
means data identifying source, functional characteristics, and 
performance requirements but specifically excludes the source code, 
algorithms, processes, formulas, and flow charts of the software.
    Limited rights means the rights of the Government in limited rights 
data as set forth in the Limited Rights Notice of paragraph (g)(3) if 
included in this clause.
    Limited rights data means data, other than computer software, that 
embody trade secrets or are commercial or financial and confidential or 
privileged, to the extent that such data pertain to items, components, 
or processes developed at private expense, including minor 
modifications.
    Restricted computer software means computer software developed at 
private expense and that is a trade secret, is commercial or financial 
and confidential or privileged, or is copyrighted computer software, 
including minor modifications of the computer software.
    Restricted rights, as used in this clause, means the rights of the 
Government in restricted computer software, as set forth in a Restricted 
Rights Notice of paragraph (g) if included in this clause, or as 
otherwise may be provided in a collateral agreement incorporated in and 
made part of this contract, including minor modifications of such 
computer software.
    Technical data, means recorded information (regardless of the form 
or method of the recording) of a scientific or technical nature 
(including computer databases and computer software documentation). This 
term does not include computer software or financial, administrative, 
cost or pricing, or management data or other information incidental to 
contract administration. The term includes recorded information of a 
scientific or technical nature that is included in computer databases 
(See 41 U.S.C. 403(8)).
    Unlimited rights means the rights of the Government to use, 
disclose, reproduce, prepare derivative works, distribute copies to the 
public, and perform publicly and display publicly, in any manner and for 
any purpose, and to have or permit others to do so.
    (b) Allocation of rights. (1) Except as provided in paragraph (c) of 
this clause, the Government shall have unlimited rights in--
    (i) Data first produced in the performance of this contract;
    (ii) Form, fit, and function data delivered under this contract;
    (iii) Data delivered under this contract (except for restricted 
computer software) that constitute manuals or instructional and training 
material for installation, operation, or routine maintenance and repair 
of items, components, or processes delivered or furnished for use under 
this contract; and
    (iv) All other data delivered under this contract unless provided 
otherwise for limited rights data or restricted computer software in 
accordance with paragraph (g) of this clause.
    (2) The Contractor shall have the right to--
    (i) Assert copyright in data first produced in the performance of 
this contract to the extent provided in paragraph (c)(1) of this clause;
    (ii) Use, release to others, reproduce, distribute, or publish any 
data first produced or specifically used by the Contractor in the 
performance of this contract, unless provided otherwise in paragraph (d) 
of this clause;
    (iii) Substantiate the use of, add, or correct limited rights, 
restricted rights, or copyright notices and to take other appropriate 
action, in accordance with paragraphs (e) and (f) of this clause; and
    (iv) Protect from unauthorized disclosure and use those data that 
are limited rights data or restricted computer software to the extent 
provided in paragraph (g) of this clause.
    (c) Copyright--(1) Data first produced in the performance of this 
contract. (i) Unless provided otherwise in paragraph (d) of this clause, 
the Contractor may, without prior approval of the Contracting Officer, 
assert copyright in scientific and technical articles based on or 
containing data first produced in the performance of this contract and 
published in academic, technical or professional journals, symposia 
proceedings, or similar works. The prior, express written permission of 
the Contracting Officer is required to assert copyright in all other 
data first produced in the performance of this contract.
    (ii) When authorized to assert copyright to the data, the Contractor 
shall affix the applicable copyright notices of 17 U.S.C. 401 or 402, 
and an acknowledgment of Government sponsorship (including contract 
number).
    (iii) For data other than computer software, the Contractor grants 
to the Government, and others acting on its behalf, a paid-up, 
nonexclusive, irrevocable, worldwide license in such copyrighted data to 
reproduce, prepare derivative works, distribute copies to the public, 
and perform publicly and display publicly by or on behalf of the 
Government. For computer software, the Contractor grants to the 
Government, and others acting on its behalf, a paid-up, nonexclusive, 
irrevocable, worldwide license in such copyrighted computer software to 
reproduce,

[[Page 223]]

prepare derivative works, and perform publicly and display publicly (but 
not to distribute copies to the public) by or on behalf of the 
Government.
    (2) Data not first produced in the performance of this contract. The 
Contractor shall not, without the prior written permission of the 
Contracting Officer, incorporate in data delivered under this contract 
any data not first produced in the performance of this contract unless 
the Contractor--
    (i) Identifies the data; and
    (ii) Grants to the Government, or acquires on its behalf, a license 
of the same scope as set forth in paragraph (c)(1) of this clause or, if 
such data are restricted computer software, the Government shall acquire 
a copyright license as set forth in paragraph (g)(4) of this clause (if 
included in this contract) or as otherwise provided in a collateral 
agreement incorporated in or made part of this contract.
    (3) Removal of copyright notices. The Government will not remove any 
authorized copyright notices placed on data pursuant to this paragraph 
(c), and will include such notices on all reproductions of the data.
    (d) Release, publication, and use of data. The Contractor shall have 
the right to use, release to others, reproduce, distribute, or publish 
any data first produced or specifically used by the Contractor in the 
performance of this contract, except--
    (1) As prohibited by Federal law or regulation (e.g., export control 
or national security laws or regulations);
    (2) As expressly set forth in this contract; or
    (3) If the Contractor receives or is given access to data necessary 
for the performance of this contract that contain restrictive markings, 
the Contractor shall treat the data in accordance with such markings 
unless specifically authorized otherwise in writing by the Contracting 
Officer.
    (e) Unauthorized marking of data. (1) Notwithstanding any other 
provisions of this contract concerning inspection or acceptance, if any 
data delivered under this contract are marked with the notices specified 
in paragraph (g)(3) or (g) (4) if included in this clause, and use of 
the notices is not authorized by this clause, or if the data bears any 
other restrictive or limiting markings not authorized by this contract, 
the Contracting Officer may at any time either return the data to the 
Contractor, or cancel or ignore the markings. However, pursuant to 41 
U.S.C. 253d, the following procedures shall apply prior to canceling or 
ignoring the markings.
    (i) The Contracting Officer will make written inquiry to the 
Contractor affording the Contractor 60 days from receipt of the inquiry 
to provide written justification to substantiate the propriety of the 
markings;
    (ii) If the Contractor fails to respond or fails to provide written 
justification to substantiate the propriety of the markings within the 
60-day period (or a longer time approved in writing by the Contracting 
Officer for good cause shown), the Government shall have the right to 
cancel or ignore the markings at any time after said period and the data 
will no longer be made subject to any disclosure prohibitions.
    (iii) If the Contractor provides written justification to 
substantiate the propriety of the markings within the period set in 
paragraph (e)(1)(i) of this clause, the Contracting Officer will 
consider such written justification and determine whether or not the 
markings are to be cancelled or ignored. If the Contracting Officer 
determines that the markings are authorized, the Contractor will be so 
notified in writing. If the Contracting Officer determines, with 
concurrence of the head of the contracting activity, that the markings 
are not authorized, the Contracting Officer will furnish the Contractor 
a written determination, which determination will become the final 
agency decision regarding the appropriateness of the markings unless the 
Contractor files suit in a court of competent jurisdiction within 90 
days of receipt of the Contracting Officer's decision. The Government 
will continue to abide by the markings under this paragraph (e)(1)(iii) 
until final resolution of the matter either by the Contracting Officer's 
determination becoming final (in which instance the Government will 
thereafter have the right to cancel or ignore the markings at any time 
and the data will no longer be made subject to any disclosure 
prohibitions), or by final disposition of the matter by court decision 
if suit is filed.
    (2) The time limits in the procedures set forth in paragraph (e)(1) 
of this clause may be modified in accordance with agency regulations 
implementing the Freedom of Information Act (5 U.S.C. 552) if necessary 
to respond to a request thereunder.
    (3) Except to the extent the Government's action occurs as the 
result of final disposition of the matter by a court of competent 
jurisdiction, the Contractor is not precluded by paragraph (e) of the 
clause from bringing a claim, in accordance with the Disputes clause of 
this contract, that may arise as the result of the Government removing 
or ignoring authorized markings on data delivered under this contract.
    (f) Omitted or incorrect markings. (1) Data delivered to the 
Government without any restrictive markings shall be deemed to have been 
furnished with unlimited rights. The Government is not liable for the 
disclosure, use, or reproduction of such data.
    (2) If the unmarked data has not been disclosed without restriction 
outside the Government, the Contractor may request, within 6 months (or 
a longer time approved by the

[[Page 224]]

Contracting Officer in writing for good cause shown) after delivery of 
the data, permission to have authorized notices placed on the data at 
the Contractor's expense. The Contracting Officer may agree to do so if 
the Contractor--
    (i) Identifies the data to which the omitted notice is to be 
applied;
    (ii) Demonstrates that the omission of the notice was inadvertent;
    (iii) Establishes that the proposed notice is authorized; and
    (iv) Acknowledges that the Government has no liability for the 
disclosure, use, or reproduction of any data made prior to the addition 
of the notice or resulting from the omission of the notice.
    (3) If data has been marked with an incorrect notice, the 
Contracting Officer may--
    (i) Permit correction of the notice at the Contractor's expense if 
the Contractor identifies the data and demonstrates that the correct 
notice is authorized; or
    (ii) Correct any incorrect notices.
    (g) Protection of limited rights data and restricted computer 
software. (1) The Contractor may withhold from delivery qualifying 
limited rights data or restricted computer software that are not data 
identified in paragraphs (b)(1)(i), (ii), and (iii) of this clause. As a 
condition to this withholding, the Contractor shall--
    (i) Identify the data being withheld; and
    (ii) Furnish form, fit, and function data instead.
    (2) Limited rights data that are formatted as a computer database 
for delivery to the Government shall be treated as limited rights data 
and not restricted computer software.
    (3) [Reserved]
    (h) Subcontracting. The Contractor shall obtain from its 
subcontractors all data and rights therein necessary to fulfill the 
Contractor's obligations to the Government under this contract. If a 
subcontractor refuses to accept terms affording the Government those 
rights, the Contractor shall promptly notify the Contracting Officer of 
the refusal and shall not proceed with the subcontract award without 
authorization in writing from the Contracting Officer.
    (i) Relationship to patents or other rights. Nothing contained in 
this clause shall imply a license to the Government under any patent or 
be construed as affecting the scope of any license or other right 
otherwise granted to the Government.

                             (End of clause)

    Alternate I (DEC 2007). As prescribed in 27.409(b)(2), substitute 
the following definition for limited rights data in paragraph (a) of the 
basic clause:

    Limited rights data means data, other than computer software, 
developed at private expense that embody trade secrets or are commercial 
or financial and confidential or privileged.
    Alternate II (DEC 2007). As prescribed in 27.409(b)(3), insert the 
following paragraph (g)(3) in the basic clause:

    (g)(3) Notwithstanding paragraph (g)(1) of this clause, the contract 
may identify and specify the delivery of limited rights data, or the 
Contracting Officer may require by written request the delivery of 
limited rights data that has been withheld or would otherwise be 
entitled to be withheld. If delivery of that data is required, the 
Contractor shall affix the following ``Limited Rights Notice'' to the 
data and the Government will treat the data, subject to the provisions 
of paragraphs (e) and (f) of this clause, in accordance with the notice:

                    Limited Rights Notice (DEC 2007)

    (a) These data are submitted with limited rights under Government 
Contract No. ---------------- (and subcontract ----------------, if 
appropriate). These data may be reproduced and used by the Government 
with the express limitation that they will not, without written 
permission of the Contractor, be used for purposes of manufacture nor 
disclosed outside the Government; except that the Government may 
disclose these data outside the Government for the following purposes, 
if any; provided that the Government makes such disclosure subject to 
prohibition against further use and disclosure: [Agencies may list 
additional purposes as set forth in 27.404-2(c)(1) or if none, so 
state.]
    (b) This notice shall be marked on any reproduction of these data, 
in whole or in part.

                             (End of notice)

    Alternate III (DEC 2007). As prescribed in 27.409(b)(4), insert the 
following paragraph (g)(4) in the basic clause:

    (g)(4)(i) Notwithstanding paragraph (g)(1) of this clause, the 
contract may identify and specify the delivery of restricted computer 
software, or the Contracting Officer may require by written request the 
delivery of restricted computer software that has been withheld or would 
otherwise be entitled to be withheld. If delivery of that computer 
software is required, the Contractor shall affix the following 
``Restricted Rights Notice'' to the computer software and the Government 
will treat the computer software, subject to paragraphs (e) and (f) of 
this clause, in accordance with the notice:
    Restricted Rights Notice (DEC 2007)
    (a) This computer software is submitted with restricted rights under 
Government

[[Page 225]]

Contract No. ---------------- (and subcontract ----------------, if 
appropriate). It may not be used, reproduced, or disclosed by the 
Government except as provided in paragraph (b) of this notice or as 
otherwise expressly stated in the contract.
    (b) This computer software may be--
    (1) Used or copied for use with the computer(s) for which it was 
acquired, including use at any Government installation to which the 
computer(s) may be transferred;
    (2) Used or copied for use with a backup computer if any computer 
for which it was acquired is inoperative;
    (3) Reproduced for safekeeping (archives) or backup purposes;
    (4) Modified, adapted, or combined with other computer software, 
provided that the modified, adapted, or combined portions of the 
derivative software incorporating any of the delivered, restricted 
computer software shall be subject to the same restricted rights;
    (5) Disclosed to and reproduced for use by support service 
Contractors or their subcontractors in accordance with paragraphs (b)(1) 
through (4) of this notice; and
    (6) Used or copied for use with a replacement computer.
    (c) Notwithstanding the foregoing, if this computer software is 
copyrighted computer software, it is licensed to the Government with the 
minimum rights set forth in paragraph (b) of this notice.
    (d) Any other rights or limitations regarding the use, duplication, 
or disclosure of this computer software are to be expressly stated in, 
or incorporated in, the contract.
    (e) This notice shall be marked on any reproduction of this computer 
software, in whole or in part.

                             (End of notice)

    (ii) Where it is impractical to include the Restricted Rights Notice 
on restricted computer software, the following short-form notice may be 
used instead:

             Restricted Rights Notice Short Form (JUN 1987)

    Use, reproduction, or disclosure is subject to restrictions set 
forth in Contract No. ---------------- (and subcontract, if appropriate) 
with ---------------- (name of Contractor and subcontractor).

                             (End of notice)

    (iii) If restricted computer software is delivered with the 
copyright notice of 17 U.S.C. 401, it will be presumed to be licensed to 
the Government without disclosure prohibitions, with the minimum rights 
set forth in paragraph (b) of this clause.
    Alternate IV (DEC 2007). As prescribed in 27.409(b)(5), substitute 
the following paragraph (c)(1) for paragraph (c)(1) of the basic clause:

    (c) Copyright--(1) Data first produced in the performance of the 
contract. Except as otherwise specifically provided in this contract, 
the Contractor may assert copyright in any data first produced in the 
performance of this contract. When asserting copyright, the Contractor 
shall affix the applicable copyright notice of 17 U.S.C. 401 or 402, and 
an acknowledgment of Government sponsorship (including contract number), 
to the data when such data are delivered to the Government, as well as 
when the data are published or deposited for registration as a published 
work in the U.S. Copyright Office. For data other than computer 
software, the Contractor grants to the Government, and others acting on 
its behalf, a paid-up, nonexclusive, irrevocable, worldwide license for 
all such data to reproduce, prepare derivative works, distribute copies 
to the public, and perform publicly and display publicly, by or on 
behalf of the Government. For computer software, the Contractor grants 
to the Government and others acting on its behalf, a paid-up, 
nonexclusive, irrevocable, worldwide license for all such computer 
software to reproduce, prepare derivative works, and perform publicly 
and display publicly (but not to distribute copies to the public), by or 
on behalf of the Government.
    Alternate V (DEC 2007). As prescribed in 27.409(b)(6), add the 
following paragraph (j) to the basic clause:

    (j) The Contractor agrees, except as may be otherwise specified in 
this contract for specific data deliverables listed as not subject to 
this paragraph, that the Contracting Officer may, up to three years 
after acceptance of all deliverables under this contract, inspect at the 
Contractor's facility any data withheld pursuant to paragraph (g)(1) of 
this clause, for purposes of verifying the Contractor's assertion of 
limited rights or restricted rights status of the data or for evaluating 
work performance. When the Contractor whose data are to be inspected 
demonstrates to the Contracting Officer that there would be a possible 
conflict of interest if a particular representative made the inspection, 
the Contracting Officer shall designate an alternate inspector.

[72 FR 63068, Nov. 7, 2007]



52.227-15  Representation of Limited Rights Data and Restricted Computer 

Software.

    As prescribed in 27.409(c), insert the following provision:

[[Page 226]]

 Representation of Limited Rights Data and Restricted Computer Software 
                               (DEC 2007)

    (a) This solicitation sets forth the Government's known delivery 
requirements for data (as defined in the clause at 52.227-14, Rights in 
Data--General). Any resulting contract may also provide the Government 
the option to order additional data under the Additional Data 
Requirements clause at 52.227-16, if included in the contract. Any data 
delivered under the resulting contract will be subject to the Rights in 
Data--General clause at 52.227-14 included in this contract. Under the 
latter clause, a Contractor may withhold from delivery data that qualify 
as limited rights data or restricted computer software, and deliver 
form, fit, and function data instead. The latter clause also may be used 
with its Alternates II and/or III to obtain delivery of limited rights 
data or restricted computer software, marked with limited rights or 
restricted rights notices, as appropriate. In addition, use of Alternate 
V with this latter clause provides the Government the right to inspect 
such data at the Contractor's facility.
    (b) By completing the remainder of this paragraph, the offeror 
represents that it has reviewed the requirements for the delivery of 
technical data or computer software and states [offeror check 
appropriate block]--
    ( ) None of the data proposed for fulfilling the data delivery 
requirements qualifies as limited rights data or restricted computer 
software; or
    ( ) Data proposed for fulfilling the data delivery requirements 
qualify as limited rights data or restricted computer software and are 
identified as follows:
    --------------------------------
    --------------------------------
    --------------------------------
    (c) Any identification of limited rights data or restricted computer 
software in the offeror's response is not determinative of the status of 
the data should a contract be awarded to the offeror.

                           (End of provision)

[72 FR 63068, Nov. 7, 2007]



52.227-16  Additional Data Requirements.

    As prescribed in 27.409(d), insert the following clause:

                 Additional Data Requirements (JUN 1987)

    (a) In addition to the data (as defined in the clause at 52.227-14, 
Rights in Data--General clause or other equivalent included in this 
contract) specified elsewhere in this contract to be delivered, the 
Contracting Officer may, at any time during contract performance or 
within a period of 3 years after acceptance of all items to be delivered 
under this contract, order any data first produced or specifically used 
in the performance of this contract.
    (b) The Rights in Data--General clause or other equivalent included 
in this contract is applicable to all data ordered under this Additional 
Data Requirements clause. Nothing contained in this clause shall require 
the Contractor to deliver any data the withholding of which is 
authorized by the Rights in Data--General or other equivalent clause of 
this contract, or data which are specifically identified in this 
contract as not subject to this clause.
    (c) When data are to be delivered under this clause, the Contractor 
will be compensated for converting the data into the prescribed form, 
for reproduction, and for delivery.
    (d) The Contracting Officer may release the Contractor from the 
requirements of this clause for specifically identified data items at 
any time during the 3-year period set forth in paragraph (a) of this 
clause.

                             (End of clause)

[52 FR 18153, May 13, 1987, as amended 62 FR 40238, July 25, 1997; 72 FR 
63072, Nov. 7, 2007]



52.227-17  Rights in Data--Special Works.

    As prescribed in 27.409(e), insert the following clause:

                Rights in Data--Special Works (DEC 2007)

    (a) Definitions. As used in this clause--
    Data means recorded information, regardless of form or the media on 
which it may be recorded. The term includes technical data and computer 
software. The term does not include information incidental to contract 
administration, such as financial, administrative, cost or pricing, or 
management information.
    Unlimited rights means the rights of the Government to use, 
disclose, reproduce, prepare derivative works, distribute copies to the 
public, and perform publicly and display publicly, in any manner and for 
any purpose, and to have or permit others to do so.
    (b) Allocation of Rights. (1) The Government shall have--
    (i) Unlimited rights in all data delivered under this contract, and 
in all data first produced in the performance of this contract, except 
as provided in paragraph (c) of this clause.
    (ii) The right to limit assertion of copyright in data first 
produced in the performance of this contract, and to obtain assignment 
of copyright in that data, in accordance with paragraph (c)(1) of this 
clause.

[[Page 227]]

    (iii) The right to limit the release and use of certain data in 
accordance with paragraph (d) of this clause.
    (2) The Contractor shall have, to the extent permission is granted 
in accordance with paragraph (c)(1) of this clause, the right to assert 
claim to copyright subsisting in data first produced in the performance 
of this contract.
    (c) Copyright--(1) Data first produced in the performance of this 
contract. (i) The Contractor shall not assert or authorize others to 
assert any claim to copyright subsisting in any data first produced in 
the performance of this contract without prior written permission of the 
Contracting Officer. When copyright is asserted, the Contractor shall 
affix the appropriate copyright notice of 17 U.S.C. 401 or 402 and 
acknowledgment of Government sponsorship (including contract number) to 
the data when delivered to the Government, as well as when the data are 
published or deposited for registration as a published work in the U.S. 
Copyright Office. The Contractor grants to the Government, and others 
acting on its behalf, a paid-up, nonexclusive, irrevocable, worldwide 
license for all delivered data to reproduce, prepare derivative works, 
distribute copies to the public, and perform publicly and display 
publicly, by or on behalf of the Government.
    (ii) If the Government desires to obtain copyright in data first 
produced in the performance of this contract and permission has not been 
granted as set forth in paragraph (c)(1)(i) of this clause, the 
Contracting Officer shall direct the Contractor to assign (with or 
without registration), or obtain the assignment of, the copyright to the 
Government or its designated assignee.
    (2) Data not first produced in the performance of this contract. The 
Contractor shall not, without prior written permission of the 
Contracting Officer, incorporate in data delivered under this contract 
any data not first produced in the performance of this contract and that 
contain the copyright notice of 17 U.S.C. 401 or 402, unless the 
Contractor identifies such data and grants to the Government, or 
acquires on its behalf, a license of the same scope as set forth in 
paragraph (c)(1) of this clause.
    (d) Release and use restrictions. Except as otherwise specifically 
provided for in this contract, the Contractor shall not use, release, 
reproduce, distribute, or publish any data first produced in the 
performance of this contract, nor authorize others to do so, without 
written permission of the Contracting Officer.
    (e) Indemnity. The Contractor shall indemnify the Government and its 
officers, agents, and employees acting for the Government against any 
liability, including costs and expenses, incurred as the result of the 
violation of trade secrets, copyrights, or right of privacy or 
publicity, arising out of the creation, delivery, publication, or use of 
any data furnished under this contract; or any libelous or other 
unlawful matter contained in such data. The provisions of this paragraph 
do not apply unless the Government provides notice to the Contractor as 
soon as practicable of any claim or suit, affords the Contractor an 
opportunity under applicable laws, rules, or regulations to participate 
in the defense of the claim or suit, and obtains the Contractor's 
consent to the settlement of any claim or suit other than as required by 
final decree of a court of competent jurisdiction; and these provisions 
do not apply to material furnished to the Contractor by the Government 
and incorporated in data to which this clause applies.

                             (End of clause)

[72 FR 63072, Nov. 7, 2007]



52.227-18  Rights in Data--Existing Works.

    As prescribed in 27.409(f), insert the following clause:

                Rights in Data--Existing Works (DEC 2007)

    (a) Except as otherwise provided in this contract, the Contractor 
grants to the Government, and others acting on its behalf, a paid-up 
nonexclusive, irrevocable, worldwide license to reproduce, prepare 
derivative works, and perform publicly and display publicly, by or on 
behalf of the Government, for all the material or subject matter called 
for under this contract, or for which this clause is specifically made 
applicable.
    (b) The Contractor shall indemnify the Government and its officers, 
agents, and employees acting for the Government against any liability, 
including costs and expenses, incurred as the result of (1) the 
violation of trade secrets, copyrights, or right of privacy or 
publicity, arising out of the creation, delivery, publication or use of 
any data furnished under this contract; or (2) any libelous or other 
unlawful matter contained in such data. The provisions of this paragraph 
do not apply unless the Government provides notice to the Contractor as 
soon as practicable of any claim or suit, affords the Contractor an 
opportunity under applicable laws, rules, or regulations to participate 
in the defense of the claim or suit, and obtains the Contractor's 
consent to the settlement of any claim or suit other than as required by 
final decree of a court of competent jurisdiction; and do not apply to 
material furnished to the Contractor by the Government and incorporated 
in data to which this clause applies.

[[Page 228]]

                             (End of clause)

[52 FR 18154, May 13, 1987, as amended at 72 FR 63073, Nov. 7, 2007]



52.227-19  Commercial Computer Software License.

    As prescribed in 27.409(g), insert the following clause:

             Commercial Computer Software License (DEC 2007)

    (a) Notwithstanding any contrary provisions contained in the 
Contractor's standard commercial license or lease agreement, the 
Contractor agrees that the Government will have the rights that are set 
forth in paragraph (b) of this clause to use, duplicate or disclose any 
commercial computer software delivered under this contract. The terms 
and provisions of this contract shall comply with Federal laws and the 
Federal Acquisition Regulation.
    (b)(1) The commercial computer software delivered under this 
contract may not be used, reproduced, or disclosed by the Government 
except as provided in paragraph (b)(2) of this clause or as expressly 
stated otherwise in this contract.
    (2) The commercial computer software may be--
    (i) Used or copied for use with the computer(s) for which it was 
acquired, including use at any Government installation to which the 
computer(s) may be transferred;
    (ii) Used or copied for use with a backup computer if any computer 
for which it was acquired is inoperative;
    (iii) Reproduced for safekeeping (archives) or backup purposes;
    (iv) Modified, adapted, or combined with other computer software, 
provided that the modified, adapted, or combined portions of the 
derivative software incorporating any of the delivered, commercial 
computer software shall be subject to same restrictions set forth in 
this contract;
    (v) Disclosed to and reproduced for use by support service 
Contractors or their subcontractors, subject to the same restrictions 
set forth in this contract; and
    (vi) Used or copied for use with a replacement computer.
    (3) If the commercial computer software is otherwise available 
without disclosure restrictions, the Contractor licenses it to the 
Government without disclosure restrictions.
    (c) The Contractor shall affix a notice substantially as follows to 
any commercial computer software delivered under this contract:
    Notice--Notwithstanding any other lease or license agreement that 
may pertain to, or accompany the delivery of, this computer software, 
the rights of the Government regarding its use, reproduction and 
disclosure are as set forth in Government Contract No. ----------------.

                             (End of clause)

[72 FR 63073, Nov. 7, 2007]



52.227-20  Rights in Data--SBIR Program.

    As prescribed in 27.409(h), insert the following clause:

                 Rights in Data--SBIR Program (DEC 2007)

    (a) Definitions. As used in this clause--
    Computer database or database means a collection of recorded 
information in a form capable of, and for the purpose of, being stored 
in, processed, and operated on by a computer. The term does not include 
computer software.
    Computer software--(1) Means (i) Computer programs that comprise a 
series of instructions, rules, routines, or statements, regardless of 
the media in which recorded, that allow or cause a computer to perform a 
specific operation or series of operations; and
    (ii) Recorded information comprising source code listings, design 
details, algorithms, processes, flow charts, formulas, and related 
material that would enable the computer program to be produced, created, 
or compiled.
    (2) Does not include computer databases or computer software 
documentation.
    Computer software documentation means owner's manuals, user's 
manuals, installation instructions, operating instructions, and other 
similar items, regardless of storage medium, that explain the 
capabilities of the computer software or provide instructions for using 
the software.
    Data means recorded information, regardless of form or the media on 
which it may be recorded. The term includes technical data and computer 
software. The term does not include information incidental to contract 
administration, such as financial, administrative, cost or pricing or 
management information.
    Form, fit, and function data means data relating to items, 
components, or processes that are sufficient to enable physical and 
functional interchangeability, and data identifying source, size, 
configuration, mating and attachment characteristics, functional 
characteristics, and performance requirements. For computer software it 
means data identifying source, functional characteristics, and 
performance requirements but specifically excludes the source code, 
algorithms, processes, formulas, and flow charts of the software.

[[Page 229]]

    Limited rights data means data (other than computer software) 
developed at private expense that embody trade secrets or are commercial 
or financial and confidential or privileged.
    Restricted computer software means computer software developed at 
private expense and that is a trade secret, is commercial or financial 
and confidential or privileged, or is copyrighted computer software, 
including minor modifications of the computer software.
    SBIR data means data first produced by a Contractor that is a small 
business concern in performance of a small business innovation research 
contract issued under the authority of 15 U.S.C. 638, which data are not 
generally known, and which data without obligation as to its 
confidentiality have not been made available to others by the Contractor 
or are not already available to the Government.
    SBIR rights means the rights in SBIR data set forth in the SBIR 
Rights Notice of paragraph (d) of this clause.
    Technical data means recorded information (regardless of the form or 
method of the recording) of a scientific or technical nature (including 
computer databases and computer software documentation). This term does 
not include computer software or financial, administrative, cost or 
pricing, or management data or other information incidental to contract 
administration. The term includes recorded information of a scientific 
or technical nature that is included in computer databases. (See 41 
U.S.C. 403(8).)
    Unlimited rights means the right of the Government to use, disclose, 
reproduce, prepare derivative works, distribute copies to the public, 
and perform publicly and display publicly, in any manner and for any 
purpose whatsoever, and to have or permit others to do so.
    (b) Allocation of rights. (1) Except as provided in paragraph (c) of 
this clause regarding copyright, the Government shall have unlimited 
rights in--
    (i) Data specifically identified in this contract as data to be 
delivered without restriction;
    (ii) Form, fit, and function data delivered under this contract;
    (iii) Data delivered under this contract (except for restricted 
computer software) that constitute manuals or instructional and training 
material for installation, operation, or routine maintenance and repair 
of items, components, or processes delivered or furnished for use under 
this contract; and
    (iv) All other data delivered under this contract unless provided 
otherwise for SBIR data in accordance with paragraph (d) of this clause 
or for limited rights data or restricted computer software in accordance 
with paragraph (f) of this clause.
    (2) The Contractor shall have the right to--
    (i) Assert copyright in data first produced in the performance of 
this contract to the extent provided in paragraph (c)(1) of this clause;
    (ii) Protect SBIR rights in SBIR data delivered under this contract 
in the manner and to the extent provided in paragraph (d) of this 
clause;
    (iii) Substantiate use of, add, or correct SBIR rights or copyright 
notices and to take other appropriate action, in accordance with 
paragraph (e) of this clause; and
    (iv) Withhold from delivery those data which are limited rights data 
or restricted computer software to the extent provided in paragraph (f) 
of this clause.
    (c) Copyright--(1) Data first produced in the performance of this 
contract. (i) Except as otherwise specifically provided in this 
contract, the Contractor may assert copyright subsisting in any data 
first produced in the performance of this contract.
    (ii) When asserting copyright, the Contractor shall affix the 
applicable copyright notice of 17 U.S.C. 401 or 402 and an 
acknowledgment of Government sponsorship (including contract number).
    (iii) For data other than computer software, the Contractor grants 
to the Government, and others acting on its behalf, a paid-up 
nonexclusive, irrevocable, worldwide license to reproduce, prepare 
derivative works, distribute copies to the public, and perform publicly 
and display publicly, by or on behalf of the Government. For computer 
software, the Contractor grants to the Government, and others acting on 
its behalf, a paid-up, nonexclusive, irrevocable, worldwide license in 
such copyrighted computer software to reproduce, prepare derivative 
works, and perform publicly and display publicly, by or on behalf of the 
Government.
    (2) Data not first produced in the performance of this contract. The 
Contractor shall not, without prior written permission of the 
Contracting Officer, incorporate in data delivered under this contract 
any data that are not first produced in the performance of this contract 
unless the Contractor (i) identifies such data and (ii) grants to the 
Government, or acquires on its behalf, a license of the same scope as 
set forth in paragraph (c)(1) of this clause.
    (3) Removal of copyright notices. The Government will not remove any 
copyright notices placed on data pursuant to this paragraph (c), and 
will include such notices on all reproductions of the data.
    (d) Rights to SBIR data. (1) The Contractor is authorized to affix 
the following ``SBIR Rights Notice'' to SBIR data delivered under this 
contract and the Government will treat the data, subject to the 
provisions of paragraphs (e) and (f) of this clause, in accordance with 
the notice:

[[Page 230]]

                      SBIR Rights Notice (DEC 2007)

    These SBIR data are furnished with SBIR rights under Contract No.--
-------------- (and subcontract ----------------, if appropriate). For a 
period of 4 years, unless extended in accordance with FAR 27.409(h), 
after acceptance of all items to be delivered under this contract, the 
Government will use these data for Government purposes only, and they 
shall not be disclosed outside the Government (including disclosure for 
procurement purposes) during such period without permission of the 
Contractor, except that, subject to the foregoing use and disclosure 
prohibitions, these data may be disclosed for use by support 
Contractors. After the protection period, the Government has a paid-up 
license to use, and to authorize others to use on its behalf, these data 
for Government purposes, but is relieved of all disclosure prohibitions 
and assumes no liability for unauthorized use of these data by third 
parties. This notice shall be affixed to any reproductions of these 
data, in whole or in part.

                             (End of notice)

    (2) The Government's sole obligation with respect to any SBIR data 
shall be as set forth in this paragraph (d).
    (e) Omitted or incorrect markings. (1) Data delivered to the 
Government without any notice authorized by paragraph (d) of this clause 
shall be deemed to have been furnished with unlimited rights. The 
Government assumes no liability for the disclosure, use, or reproduction 
of such data.
    (2) If the unmarked data has not been disclosed without restriction 
outside the Government, the Contractor may request, within 6 months (or 
a longer time approved by the Contracting Officer in writing for good 
cause shown) after delivery of the data, permission to have authorized 
notices placed on the data at the Contractor's expense, and the 
Contracting Officer may agree to do so if the Contractor--
    (i) Identifies the data to which the omitted notice is to be 
applied;
    (ii) Demonstrates that the omission of the notice was inadvertent;
    (iii) Establishes that the use of the proposed notice is authorized; 
and
    (iv) Acknowledges that the Government has no liability with respect 
to the disclosure or use of any such data made prior to the addition of 
the notice or resulting from the omission of the notice.
    (3) If the data has been marked with an incorrect notice, the 
Contracting Officer may--
    (i) Permit correction of the notice at the Contractor's expense, if 
the Contractor identifies the data and demonstrates that the correct 
notice is authorized, or
    (ii) Correct any incorrect notices.
    (f) Protection of limited rights data and restricted computer 
software. The Contractor may withhold from delivery qualifying limited 
rights data and restricted computer software that are not identified in 
paragraphs (b)(1)(i), (ii), and (iii) of this clause. As a condition to 
this withholding, the Contractor shall identify the data being withheld, 
and furnish form, fit, and function data instead.
    (g) Subcontracting. The Contractor shall obtain from its 
subcontractors all data and rights therein necessary to fulfill the 
Contractor's obligations to the Government under this contract. If a 
subcontractor refuses to accept terms affording the Government those 
rights, the Contractor shall promptly notify the Contracting Officer of 
the refusal and not proceed with the subcontract award without further 
authorization in writing from the Contracting Officer.
    (h) Relationship to patents. Nothing contained in this clause shall 
imply a license to the Government under any patent or be construed as 
affecting the scope of any license or other right otherwise granted to 
the Government.

                             (End of clause)

[72 FR 63073, Nov. 7, 2007]



52.227-21  Technical Data Declaration, Revision, and Withholding of Payment--

Major Systems.

    As prescribed in 27.409(j), insert the following clause:

Technical Data Declaration, Revision, and Withholding of Payment--Major 
                           Systems (DEC 2007)

    (a) Scope of declaration. The Contractor shall provide, in 
accordance with 41 U.S.C. 418a (d)(7), the following declaration with 
respect to all technical data that relate to a major system and that are 
delivered or required to be delivered under this contract or that are 
delivered within 3 years after acceptance of all items (other than 
technical data) delivered under this contract unless a different period 
is set forth in the contract. The Contracting Officer may release the 
Contractor from all or part of the requirements of this clause for 
specifically identified technical data items at any time during the 
period covered by this clause.
    (b) Technical data declaration. (1) All technical data that are 
subject to this clause shall be accompanied by the following declaration 
upon delivery:

                  Technical Data Declaration (JAN 1997)

    The Contractor, ----------------, hereby declares that, to the best 
of its knowledge and belief, the technical data delivered herewith

[[Page 231]]

under Government contract No. ---------------- (and subcontract --------
--------, if appropriate) are complete, accurate, and comply with the 
requirements of the contract concerning such technical data.

                          (End of declaration)

    (2) The Government may, at any time during the period covered by 
this clause, direct correction of any deficiencies that are not in 
compliance with contract requirements. The corrections shall be made at 
the expense of the Contractor. Unauthorized markings on data shall not 
be considered a deficiency for the purpose of this clause, but will be 
treated in accordance with paragraph (e) of the Rights in Data--General 
clause included in this contract.
    (c) Technical data revision. The Contractor also shall, at the 
request of the Contracting Officer, revise technical data that are 
subject to this clause to reflect engineering design changes made during 
the performance of this contract and affecting the form, fit, and 
function of any item (other than technical data) delivered under this 
contract. The Contractor may submit a request for an equitable 
adjustment to the terms and conditions of this contract for any 
revisions to technical data made pursuant to this paragraph.
    (d) Withholding of payment. (1) At any time before final payment 
under this contract the Contracting Officer may withhold payment as a 
reserve up to an amount not exceeding $100,000 or 5 percent of the 
amount of this contract, whichever is less, if the Contractor fails to--
    (i) Make timely delivery of the technical data;
    (ii) Provide the declaration required by paragraph (b)(1) of this 
clause;
    (iii) Make the corrections required by paragraph (b)(2) of this 
clause; or
    (iv) Make revisions requested under paragraph (c) of this clause.
    (2) The Contracting Officer may withhold the reserve until the 
Contractor has complied with the direction or requests of the 
Contracting Officer or determines that the deficiencies relating to 
delivered data, arose out of causes beyond the control of the Contractor 
and without the fault or negligence of the Contractor.
    (3) The withholding of any reserve under this clause, or the 
subsequent payment of the reserve, shall not be construed as a waiver of 
any Government rights.

                             (End of clause)

[72 FR 63073, Nov. 7, 2007]



52.227-22  Major System--Minimum Rights.

    As prescribed in 27.409(k), insert the following clause:

                 Major System--Minimum Rights (JUN 1987)

    Notwithstanding any other provision of this contract, the Government 
shall have unlimited rights in any technical data, other than computer 
software, developed in the performance of this contract and relating to 
a major system or supplies for a major system procured or to be procured 
by the Government, to the extent that delivery of such technical data is 
required as an element of performance under this contract. The rights of 
the Government under this clause are in addition to and not in lieu of 
its rights under the other provisions of this contract.

                             (End of clause)

[52 FR 18156, May 13, 1987, as amended at 72 FR 63075, Nov. 7, 2007]



52.227-23  Rights to Proposal Data (Technical).

    As prescribed in 27.409(l), insert the following clause:

             Rights to Proposal Data (Technical) (JUN 1987)

    Except for data contained on pages ------, it is agreed that as a 
condition of award of this contract, and notwithstanding the conditions 
of any notice appearing thereon, the Government shall have unlimited 
rights (as defined in the Rights in Data--General clause contained in 
this contract) in and to the technical data contained in the proposal 
dated ------, upon which this contract is based.

                             (End of clause)

[52 FR 18156, May 13, 1987, as amended at 72 FR 63075, Nov. 7, 2007]



52.228-1  Bid Guarantee.

    As prescribed in 28.101-2, insert a provision or clause 
substantially as follows:

                        Bid Guarantee (SEP 1996)

    (a) Failure to furnish a bid guarantee in the proper form and 
amount, by the time set for opening of bids, may be cause for rejection 
of the bid.
    (b) The bidder shall furnish a bid guarantee in the form of a firm 
commitment, e.g., bid bond supported by good and sufficient surety or 
sureties acceptable to the Government,

[[Page 232]]

postal money order, certified check, cashier's check, irrevocable letter 
of credit, or, under Treasury Department regulations, certain bonds or 
notes of the United States. The Contracting Officer will return bid 
guarantees, other than bid bonds, (1) to unsuccessful bidders as soon as 
practicable after the opening of bids, and (2) to the successful bidder 
upon execution of contractual documents and bonds (including any 
necessary coinsurance or reinsurance agreements), as required by the bid 
as accepted.
    (c) The amount of the bid guarantee shall be -------- percent of the 
bid price or $--------, whichever is less.
    (d) If the successful bidder, upon acceptance of its bid by the 
Government within the period specified for acceptance, fails to execute 
all contractual documents or furnish executed bond(s) within 10 days 
after receipt of the forms by the bidder, the Contracting Officer may 
terminate the contract for default.
    (e) In the event the contract is terminated for default, the bidder 
is liable for any cost of acquiring the work that exceeds the amount of 
its bid, and the bid guarantee is available to offset the difference.

                           (End of provision)

[61 FR 39213, July 26, 1996]



52.228-2  Additional Bond Security.

    As prescribed in 28.106-4(a), insert the following clause:

                   Additional Bond Security (OCT 1997)

    The Contractor shall promptly furnish additional security required 
to protect the Government and persons supplying labor or materials under 
this contract if--
    (a) Any surety upon any bond, or issuing financial institution for 
other security, furnished with this contract becomes unacceptable to the 
Government;
    (b) Any surety fails to furnish reports on its financial condition 
as required by the Government;
    (c) The contract price is increased so that the penal sum of any 
bond becomes inadequate in the opinion of the Contracting Officer; or
    (d) An irrevocable letter of credit (ILC) used as security will 
expire before the end of the period of required security. If the 
Contractor does not furnish an acceptable extension or replacement ILC, 
or other acceptable substitute, at least 30 days before an ILC's 
scheduled expiration, the Contracting officer has the right to 
immediately draw on the ILC.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 31653, June 20, 1996; 
62 FR 44807, Aug. 22, 1997]



52.228-3  Workers' Compensation Insurance (Defense Base Act).

    As prescribed in 28.309(a), insert the following clause:

      Workers' Compensation Insurance (Defense Base Act) (APR 1984)

    The Contractor shall (a) provide, before commencing performance 
under this contract, such workers' compensation insurance or security as 
the Defense Base Act (42 U.S.C. 1651 et seq.) requires and (b) continue 
to maintain it until performance is completed. The Contractor shall 
insert, in all subcontracts under this contract to which the Defense 
Base Act applies, a clause similar to this clause (including this 
sentence) imposing upon those subcontractors this requirement to comply 
with the Defense Base Act.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 68 FR 28086, May 22, 2003]



52.228-4  Workers' Compensation and War-Hazard Insurance Overseas.

    As prescribed in 28.309(b), insert the following clause:

   Workers' Compensation and War-Hazard Insurance Overseas (APR 1984)

    (a) This paragraph applies if the Contractor employs any person who, 
but for a waiver granted by the Secretary of Labor, would be subject to 
workers' compensation insurance under the Defense Base Act (42 U.S.C. 
1651 et seq.). On behalf of employees for whom the applicability of the 
Defense Base Act has been waived, the Contractor shall (1) provide, 
before commencing performance under this contract, at least that 
workers' compensation insurance or the equivalent as the laws of the 
country of which these employees are nationals may require and (2) 
continue to maintain it until performance is completed. The Contractor 
shall insert, in all subcontracts under this contract to which the 
Defense Base Act would apply but for the waiver, a clause similar to 
this paragraph (a) (including this sentence) imposing upon those 
subcontractors this requirement to provide such workers' compensation 
insurance coverage.
    (b) This paragraph applies if the Contractor or any subcontractor 
under this contract employs any person who, but for a

[[Page 233]]

waiver granted by the Secretary of Labor, would be subject to the War 
Hazards Compensation Act (42 U.S.C. 1701 et seq.). On behalf of 
employees for whom the applicability of the Defense Base Act (and hence 
that of the War Hazards Compensation Act) has been waived, the 
Contractor shall, subject to reimbursement as provided elsewhere in this 
contract, afford the same protection as that provided in the War Hazards 
Compensation Act, except that the level of benefits shall conform to any 
law or international agreement controlling the benefits to which the 
employees may be entitled. In all other respects, the standards of the 
War Hazards Compensation Act shall apply; e.g., the definition of war-
hazard risks (injury, death, capture, or detention as the result of a 
war hazard as defined in the Act), proof of loss, and exclusion of 
benefits otherwise covered by workers' compensation insurance or the 
equivalent. Unless the Contractor elects to assume directly the 
liability to subcontractor employees created by this clause, the 
Contractor shall insert, in all subcontracts under this contract to 
which the War Hazards Compensation Act would apply but for the waiver, a 
clause similar to this paragraph (b) (including this sentence) imposing 
upon those subcontractors this requirement to provide war-hazard 
benefits.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 68 FR 28086, May 22, 2003]



52.228-5  Insurance--Work on a Government Installation.

    As prescribed in 28.310, insert the following clause:

         Insurance--Work on a Government Installation (JAN 1997)

    (a) The Contractor shall, at its own expense, provide and maintain 
during the entire performance of this contract, at least the kinds and 
minimum amounts of insurance required in the schedule or elsewhere in 
the contract.
    (b) Before commencing work under this contract, the Contractor shall 
notify the Contracting Officer in writing that the required insurance 
has been obtained. The policies evidencing required insurance shall 
contain an endorsement to the effect that any cancellation or any 
material change adversely affecting the Government's interest shall not 
be effective (1) for such period as the laws of the State in which this 
contract is to be performed prescribe or (2) until 30 days after the 
insurer or the Contractor gives written notice to the Contracting 
Officer, whichever period is longer.
    (c) The Contractor shall insert the substance of this clause, 
including this paragraph (c), in subcontracts under this contract that 
require work on a Government installation and shall require 
subcontractors to provide and maintain the insurance required in the 
Schedule or elsewhere in the contract. The Contractor shall maintain a 
copy of all subcontractors' proofs of required insurance, and shall make 
copies available to the Contracting Officer upon request.

                             (End of clause)

[54 FR 34758, Aug. 21, 1989; 62 FR 239, Jan. 2, 1997]



52.228-6  [Reserved]



52.228-7  Insurance--Liability to Third Persons.

    As prescribed in 28.311-1, insert the following clause:

            Insurance--Liability to Third Persons (MAR 1996)

    (a)(1) Except as provided in subparagraph (a)(2) of this clause, the 
Contractor shall provide and maintain workers' compensation, employer's 
liability, comprehensive general liability (bodily injury), 
comprehensive automobile liability (bodily injury and property damage) 
insurance, and such other insurance as the Contracting Officer may 
require under this contract.
    (2) The Contractor may, with the approval of the Contracting 
Officer, maintain a self-insurance program; provided that, with respect 
to workers' compensation, the Contractor is qualified pursuant to 
statutory authority.
    (3) All insurance required by this paragraph shall be in a form and 
amount and for those periods as the Contracting Officer may require or 
approve and with insurers approved by the Contracting Officer.
    (b) The Contractor agrees to submit for the Contracting Officer's 
approval, to the extent and in the manner required by the Contracting 
Officer, any other insurance that is maintained by the Contractor in 
connection with the performance of this contract and for which the 
Contractor seeks reimbursement.
    (c) The Contractor shall be reimbursed--
    (1) For that portion (i) of the reasonable cost of insurance 
allocable to this contract and (ii) required or approved under this 
clause; and
    (2) For certain liabilities (and expenses incidental to such 
liabilities) to third persons not compensated by insurance or otherwise 
without regard to and as an exception to the limitation of cost or the 
limitation of funds clause of this contract. These liabilities must 
arise out of the performance of this

[[Page 234]]

contract, whether or not caused by the negligence of the Contractor or 
of the Contractor's agents, servants, or employees, and must be 
represented by final judgments or settlements approved in writing by the 
Government. These liabilities are for--
    (i) Loss of or damage to property (other than property owned, 
occupied, or used by the Contractor, rented to the Contractor, or in the 
care, custody, or control of the Contractor); or
    (ii) Death or bodily injury.
    (d) The Government's liability under paragraph (c) of this clause is 
subject to the availability of appropriated funds at the time a 
contingency occurs. Nothing in this contract shall be construed as 
implying that the Congress will, at a later date, appropriate funds 
sufficient to meet deficiencies.
    (e) The Contractor shall not be reimbursed for liabilities (and 
expenses incidental to such liabilities)--
    (1) For which the Contractor is otherwise responsible under the 
express terms of any clause specified in the Schedule or elsewhere in 
the contract;
    (2) For which the Contractor has failed to insure or to maintain 
insurance as required by the Contracting Officer; or
    (3) That result from willful misconduct or lack of good faith on the 
part of any of the Contractor's directors, officers, managers, 
superintendents, or other representatives who have supervision or 
direction of--
    (i) All or substantially all of the Contractor's business;
    (ii) All or substantially all of the Contractor's operations at any 
one plant or separate location in which this contract is being 
performed; or
    (iii) A separate and complete major industrial operation in 
connection with the performance of this contract.
    (f) The provisions of paragraph (e) of this clause shall not 
restrict the right of the Contractor to be reimbursed for the cost of 
insurance maintained by the Contractor in connection with the 
performance of this contract, other than insurance required in 
accordance with this clause; provided, that such cost is allowable under 
the Allowable Cost and Payment clause of this contract.
    (g) If any suit or action is filed or any claim is made against the 
Contractor, the cost and expense of which may be reimbursable to the 
Contractor under this contract, and the risk of which is then uninsured 
or is insured for less than the amount claimed, the Contractor shall--
    (1) Immediately notify the Contracting Officer and promptly furnish 
copies of all pertinent papers received;
    (2) Authorize Government representatives to collaborate with counsel 
for the insurance carrier in settling or defending the claim when the 
amount of the liability claimed exceeds the amount of coverage; and
    (3) Authorize Government representatives to settle or defend the 
claim and to represent the Contractor in or to take charge of any 
litigation, if required by the Government, when the liability is not 
insured or covered by bond. The Contractor may, at its own expense, be 
associated with the Government representatives in any such claim or 
litigation.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52799, Dec. 21, 1990; 
61 FR 2640, Jan. 26, 1996]



52.228-8  Liability and Insurance--Leased Motor Vehicles.

    As prescribed in 28.312, insert the following clause:

        Liability and Insurance--Leased Motor Vehicles (MAY 1999)

    (a) The Government shall be responsible for loss of or damage to--
    (1) Leased vehicles, except for (i) normal wear and tear and (ii) 
loss or damage caused by the negligence of the Contractor, its agents, 
or employees; and
    (2) Property of third persons, or the injury or death of third 
persons, if the Government is liable for such loss, damage, injury, or 
death under the Federal Tort Claims Act (28 U.S.C. 2671-2680).
    (b) The Contractor shall be liable for, and shall indemnify and hold 
harmless the Government against, all actions or claims for loss of or 
damage to property or the injury or death of persons, resulting from the 
fault, negligence, or wrongful act or omission of the Contractor, its 
agents, or employees.
    (c) The Contractor shall provide and maintain insurance covering its 
liabilities under paragraph (b) of this clause, in amounts of at least 
$200,000 per person and $500,000 per occurrence for death or bodily 
injury and $20,000 per occurrence for property damage or loss.
    (d) Before commencing work under this contract, the Contractor shall 
notify the Contracting Officer in writing that the required insurance 
has been obtained. The policies evidencing required insurance shall 
contain an endorsement to the effect that any cancellation or any 
material change adversely affecting the interests of the Government 
shall not be effective (1) for such period as the laws of the State in 
which this contract is to be performed prescribe or (2) until 30 days 
after written notice to the Contracting Officer, whichever period is 
longer. The policies shall exclude any claim by the insurer for 
subrogation against the Government by reason of any payment under the 
policies.

[[Page 235]]

    (e) The contract price shall not include any costs for insurance or 
contingency to cover losses, damage, injury, or death for which the 
Government is responsible under paragraph (a) of this clause.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
59 FR 11388, Mar. 10, 1994; 62 FR 239, Jan. 2, 1997; 64 FR 10534, Mar. 
4, 1999]



52.228-9  Cargo Insurance.

    As prescribed in 28.313(a), insert the following clause:

                       Cargo Insurance (MAY 1999)

    (a) The Contractor, at the Contractor's expense, shall provide and 
maintain, during the continuance of this contract, cargo insurance of 
$---------- per vehicle to cover the value of property on each vehicle 
and of $---------- to cover the total value of the property in the 
shipment.
    (b) All insurance shall be written on companies acceptable to ------
---- [insert name of contracting agency], and policies shall include 
such terms and conditions as required by ---------- [insert name of 
contracting agency]. The Contractor shall provide evidence of acceptable 
cargo insurance to ---------- [insert name of contracting agency] before 
commencing operations under this contract.
    (c) Each cargo insurance policy shall include the following 
statement:
    ``It is a condition of this policy that the Company shall furnish--
    (1) Written notice to ---------- [insert name and address of 
contracting agency], 30 days in advance of the effective date of any 
reduction in, or cancellation of, this policy; and
    (2) Evidence of any renewal policy to the address specified in 
paragraph (1) of this statement, not less than 15 days prior to the 
expiration of any current policy on file with ---------- [insert name of 
contracting agency].''

                             (End of clause)

[64 FR 10534, Mar. 4, 1999]



52.228-10  Vehicular and General Public Liability Insurance.

    As prescribed in 28.313(b), insert a clause substantially the same 
as the following in solicitations and contracts for transportation or 
for transportation-related services when the contracting officer 
determines that vehicular liability or general public liability 
insurance required by law is not sufficient:

       Vehicular and General Public Liability Insurance (APR 1984)

    (a) The Contractor, at the Contractor's expense, agrees to maintain, 
during the continuance of this contract, vehicular liability and general 
public liability insurance with limits of liability for (1) bodily 
injury of not less than $---- for each person and $---- for each 
occurrence and (2) property damage of not less than $---- for each 
accident and $---- in the aggregate.
    (b) The Contractor also agrees to maintain workers' compensation and 
other legally required insurance with respect to the Contractor's own 
employees and agents.

                             (End of clause)



52.228-11  Pledges of Assets.

    As prescribed in 28.203-6, insert the following clause:

                      Pledges of Assets (SEPT 2009)

    (a) Offerors shall obtain from each person acting as an individual 
surety on a bid guarantee, a performance bond, or a payment bond--
    (1) Pledge of assets; and
    (2) Standard Form 28, Affidavit of Individual Surety.
    (b) Pledges of assets from each person acting as an individual 
surety shall be in the form of--
    (1) Evidence of an escrow account containing cash, certificates of 
deposit, commercial or Government securities, or other assets described 
in FAR 28.203-2 (except see 28.203-2(b)(2) with respect to Government 
securities held in book entry form); and/or
    (2) A recorded lien on real estate. The offeror will be required to 
provide--
    (i) A mortgagee title insurance policy, in an insurance amount equal 
to the amount of the lien, or other evidence of title that is consistent 
with the requirements of Section 2 of the United States Department of 
Justice Title Standards at http://www.usdoj.gov/enrd/2001--Title--
Standards.html. This title evidence must show fee simple title vested in 
the surety along with any concurrent owners; whether any real estate 
taxes are due and payable; and any recorded encumbrances against the 
property, including the lien filed in favor of the Government as 
required by FAR 28.203-3(d);
    (ii) Evidence of the amount due under any encumbrance shown in the 
evidence of title;
    (iii) A copy of the current real estate tax assessment of the 
property or a current appraisal dated no earlier than 6 months prior to 
the date of the bond, prepared by a professional appraiser who certifies 
that the appraisal has been conducted in accordance with the generally 
accepted appraisal standards as reflected in the Uniform Standards of

[[Page 236]]

Professional Appraisal Practice, as promulgated by the Appraisal 
Foundation.

                             (End of clause)

[54 FR 48995, Nov. 28, 1989, as amended at 56 FR 67137, Dec. 27, 1991; 
74 FR 40467, Aug. 11, 2009]



52.228-12  Prospective Subcontractor Requests for Bonds.

    As prescribed in 28.106-4(b), use the following clause:

         Prospective Subcontractor Requests for Bonds (OCT 1995)

    In accordance with section 806(a)(3) of Pub. L. 102-190, as amended 
by sections 2091 and 8105 of Pub. L. 103-355, upon the request of a 
prospective subcontractor or supplier offering to furnish labor or 
material for the performance of this contract for which a payment bond 
has been furnished to the Government pursuant to the Miller Act, the 
Contractor shall promptly provide a copy of such payment bond to the 
requester.

                             (End of clause)

[60 FR 48274, Sept. 18, 1995]



52.228-13  Alternative Payment Protections.

    As prescribed in 28.102-3(b), insert the following clause:

               Alternative Payment Protections (JUL 2000)

    (a) The Contractor shall submit one of the following payment 
protections:
________________________________________________________________________

________________________________________________________________________

________________________________________________________________________
    (b) The amount of the payment protection shall be 100 percent of the 
contract price.
    (c) The submission of the payment protection is required within ---- 
days of contract award.
    (d) The payment protection shall provide protection for the full 
contract performance period plus a one-year period.
    (e) Except for escrow agreements and payment bonds, which provide 
their own protection procedures, the Contracting Officer is authorized 
to access funds under the payment protection when it has been alleged in 
writing by a supplier of labor or material that a nonpayment has 
occurred, and to withhold such funds pending resolution by 
administrative or judicial proceedings or mutual agreement of the 
parties.
    (f) When a tripartite escrow agreement is used, the Contractor shall 
utilize only suppliers of labor and material that signed the escrow 
agreement.

                             (End of clause)

[61 FR 31654, June 20, 1996, as amended at 62 FR 44807, Aug. 22, 1997; 
65 FR 46071, July 26, 2000]



52.228-14  Irrevocable Letter of Credit.

    As prescribed in 28.204-4, insert the following clause:

                 Irrevocable Letter of Credit (DEC 1999)

    (a) ``Irrevocable letter of credit'' (ILC), as used in this clause, 
means a written commitment by a federally insured financial institution 
to pay all or part of a stated amount of money, until the expiration 
date of the letter, upon presentation by the Government (the 
beneficiary) of a written demand therefor. Neither the financial 
institution nor the offeror/Contractor can revoke or condition the 
letter of credit.
    (b) If the offeror intends to use an ILC in lieu of a bid bond, or 
to secure other types of bonds such as performance and payment bonds, 
the letter of credit and letter of confirmation formats in paragraphs 
(e) and (f) of this clause shall be used.
    (c) The letter of credit shall be irrevocable, shall require 
presentation of no document other than a written demand and the ILC 
(including confirming letter, if any), shall be issued/confirmed by an 
acceptable federally insured financial institution as provided in 
paragraph (d) of this clause, and--
    (1) If used as a bid guarantee, the ILC shall expire no earlier than 
60 days after the close of the bid acceptance period;
    (2) If used as an alternative to corporate or individual sureties as 
security for a performance or payment bond, the offeror/Contractor may 
submit an ILC with an initial expiration date estimated to cover the 
entire period for which financial security is required or may submit an 
ILC with an initial expiration date that is a minimum period of one year 
from the date of issuance. The ILC shall provide that, unless the issuer 
provides the beneficiary written notice of non-renewal at least 60 days 
in advance of the current expiration date, the ILC is automatically 
extended without amendment for one year from the expiration date, or any 
future expiration date, until the period of required coverage is 
completed and the Contracting Officer provides the financial institution 
with a written statement waiving the right to payment. The period of 
required coverage shall be:
    (i) For contracts subject to the Miller Act, the later of--
    (A) One year following the expected date of final payment;

[[Page 237]]

    (B) For performance bonds only, until completion of any warranty 
period; or
    (C) For payment bonds only, until resolution of all claims filed 
against the payment bond during the one-year period following final 
payment.
    (ii) For contracts not subject to the Miller Act, the later of--
    (A) 90 days following final payment; or
    (B) For performance bonds only, until completion of any warranty 
period.
    (d) Only federally insured financial institutions rated investment 
grade or higher shall issue or confirm the ILC. The offeror/Contractor 
shall provide the Contracting Officer a credit rating that indicates the 
financial institution has the required rating(s) as of the date of 
issuance of the ILC. Unless the financial institution issuing the ILC 
had letter of credit business of at least $25 million in the past year, 
ILCs over $5 million must be confirmed by another acceptable financial 
institution that had letter of credit business of at least $25 million 
in the past year.
    (e) The following format shall be used by the issuing financial 
institution to create an ILC:
________________________________________________________________________
[Issuing Financial Institution's Letterhead or Name and Address]
Issue Date______________________________________________________________
Irrevocable Letter of Credit No.________________________________________
Account party's name____________________________________________________
Account party's address_________________________________________________
For Solicitation No.____________________________________________________
(For reference only)
    TO: [U.S. Government agency]
    [U.S. Government agency's address]
    1. We hereby establish this irrevocable and transferable Letter of 
Credit in your favor for one or more drawings up to United States $----. 
This Letter of Credit is payable at [issuing financial institution's 
and, if any, confirming financial institution's] office at [issuing 
financial institution's address and, if any, confirming financial 
institution's address] and expires with our close of business on ----, 
or any automatically extended expiration date.
    2. We hereby undertake to honor your or the transferee's sight 
draft(s) drawn on the issuing or, if any, the confirming financial 
institution, for all or any part of this credit if presented with this 
Letter of Credit and confirmation, if any, at the office specified in 
paragraph 1 of this Letter of Credit on or before the expiration date or 
any automatically extended expiration date.
    3. [This paragraph is omitted if used as a bid guarantee, and 
subsequent paragraphs are renumbered.] It is a condition of this Letter 
of Credit that it is deemed to be automatically extended without 
amendment for one year from the expiration date hereof, or any future 
expiration date, unless at least 60 days prior to any expiration date, 
we notify you or the transferee by registered mail, or other receipted 
means of delivery, that we elect not to consider this Letter of Credit 
renewed for any such additional period. At the time we notify you, we 
also agree to notify the account party (and confirming financial 
institution, if any) by the same means of delivery.
    4. This Letter of Credit is transferable. Transfers and assignments 
of proceeds are to be effected without charge to either the beneficiary 
or the transferee/assignee of proceeds. Such transfer or assignment 
shall be only at the written direction of the Government (the 
beneficiary) in a form satisfactory to the issuing financial institution 
and the confirming financial institution, if any.
    5. This Letter of Credit is subject to the Uniform Customs and 
Practice (UCP) for Documentary Credits, 1993 Revision, International 
Chamber of Commerce Publication No. 500, and to the extent not 
inconsistent therewith, to the laws of ------------ [state of confirming 
financial institution, if any, otherwise state of issuing financial 
institution].
    6. If this credit expires during an interruption of business of this 
financial institution as described in Article 17 of the UCP, the 
financial institution specifically agrees to effect payment if this 
credit is drawn against within 30 days after the resumption of our 
business.

     Sincerely,

[Issuing financial institution]
    (f) The following format shall be used by the financial institution 
to confirm an ILC:
[Confirming Financial Institution's Letterhead or Name and Address]_____
(Date)--------------
Our Letter of Credit
Advice Number___________________________________________________________
Beneficiary:____________________________________________________________
[U.S. Government agency]
Issuing Financial Institution:__________________________________________
Issuing Financial Institution's LC No.:_________________________________
    Gentlemen:
    1. We hereby confirm the above indicated Letter of Credit, the 
original of which is attached, issued by ---------- [name of issuing 
financial institution] for drawings of up to United States dollars ----
------/U.S. $---------- and expiring with our close of business on ----
------ [the expiration date], or any automatically extended expiration 
date.
    2. Draft(s) drawn under the Letter of Credit and this Confirmation 
are payable at our office located at ------------.
    3. We hereby undertake to honor sight draft(s) drawn under and 
presented with the Letter of Credit and this Confirmation at our offices 
as specified herein.
    4. [This paragraph is omitted if used as a bid guarantee, and 
subsequent paragraphs are renumbered.] It is a condition of this 
confirmation that it be deemed automatically extended without amendment 
for one year from the expiration date hereof, or any automatically 
extended expiration date, unless:

[[Page 238]]

    (a) At least 60 days prior to any such expiration date, we shall 
notify the Contracting Officer, or the transferee and the issuing 
financial institution, by registered mail or other receipted means of 
delivery, that we elect not to consider this confirmation extended for 
any such additional period; or
    (b) The issuing financial institution shall have exercised its right 
to notify you or the transferee, the account party, and ourselves, of 
its election not to extend the expiration date of the Letter of Credit.
    5. This confirmation is subject to the Uniform Customs and Practice 
(UCP) for Documentary Credits, 1993 Revision, International Chamber of 
Commerce Publication No. 500, and to the extent not inconsistent 
therewith, to the laws of ---------- [state of confirming financial 
institution].
    6. If this confirmation expires during an interruption of business 
of this financial institution as described in Article 17 of the UCP, we 
specifically agree to effect payment if this credit is drawn against 
within 30 days after the resumption of our business.
Sincerely,
________________________________________________________________________
[Confirming financial institution]

    (g) The following format shall be used by the Contracting Officer 
for a sight draft to draw on the Letter of Credit:
SIGHT DRAFT
________________________________________________________________________
[City, State]
(Date)--------------
[Name and address of financial institution]
Pay to the order of_____________________________________________________
[Beneficiary Agency] ----------
the sum of United States $----------[bdlarr]____________________________
This draft is drawn under_______________________________________________
Irrevocable Letter of Credit No.________________________________________
________________________________________________________________________
[Beneficiary Agency]
By: --------------------

                             (End of clause)

[61 FR 31654, June 20, 1996, as amended at 61 FR 67430, Dec. 20, 1996; 
62 FR 44808, Aug. 22, 1997; 64 FR 72451, Dec. 27, 1999]



52.228-15  Performance and Payment Bonds--Construction.

    As prescribed in 28.102-3(a), insert a clause substantially as 
follows:

         Performance and Payment Bonds--Construction (NOV 2006)

    (a) Definitions. As used in this clause--
    Original contract price means the award price of the contract; or, 
for requirements contracts, the price payable for the estimated total 
quantity; or, for indefinite-quantity contracts, the price payable for 
the specified minimum quantity. Original contract price does not include 
the price of any options, except those options exercised at the time of 
contract award.
    (b) Amount of required bonds. Unless the resulting contract price is 
$100,000 or less, the successful offeror shall furnish performance and 
payment bonds to the Contracting Officer as follows:
    (1) Performance bonds (Standard Form 25). The penal amount of 
performance bonds at the time of contract award shall be 100 percent of 
the original contract price.
    (2) Payment Bonds (Standard Form 25-A). The penal amount of payment 
bonds at the time of contract award shall be 100 percent of the original 
contract price.
    (3) Additional bond protection. (i) The Government may require 
additional performance and payment bond protection if the contract price 
is increased. The increase in protection generally will equal 100 
percent of the increase in contract price.
    (ii) The Government may secure the additional protection by 
directing the Contractor to increase the penal amount of the existing 
bond or to obtain an additional bond.
    (c) Furnishing executed bonds. The Contractor shall furnish all 
executed bonds, including any necessary reinsurance agreements, to the 
Contracting Officer, within the time period specified in the Bid 
Guarantee provision of the solicitation, or otherwise specified by the 
Contracting Officer, but in any event, before starting work.
    (d) Surety or other security for bonds. The bonds shall be in the 
form of firm commitment, supported by corporate sureties whose names 
appear on the list contained in Treasury Department Circular 570, 
individual sureties, or by other acceptable security such as postal 
money order, certified check, cashier's check, irrevocable letter of 
credit, or, in accordance with Treasury Department regulations, certain 
bonds or notes of the United States. Treasury Circular 570 is published 
in the Federal Register or may be obtained from the U.S. Department of 
the Treasury, Financial Management Service, Surety Bond Branch, 3700 
East West Highway, Room 6F01, Hyattsville, MD 20782. Or via the internet 
at http://www.fms.treas.gov/c570/.
    (e) Notice of subcontractor waiver of protection (40 U.S.C. 
3133(c)). Any waiver of the right to sue on the payment bond is void 
unless it is in writing, signed by the person whose right is waived, and 
executed after such person has first furnished labor or material for use 
in the performance of the contract.

                             (End of clause)

[65 FR 46071, July 26, 2000, as amended at 70 FR 57455, Sept. 30, 2005; 
71 FR 67779, Nov.l 22, 2006]

[[Page 239]]



52.228-16  Performance and Payment Bonds--Other Than Construction.

    As prescribed in 28.103-4, insert a clause substantially as follows:

    Performance and Payment Bonds--Other Than Construction (NOV 2006)

    (a) Definitions. As used in this clause--
    Original contract price means the award price of the contract or, 
for requirements contracts, the price payable for the estimated 
quantity; or, for indefinite-quantity contracts, the price payable for 
the specified minimum quantity. Original contract price does not include 
the price of any options, except those options exercised at the time of 
contract award.
    (b) The Contractor shall furnish a performance bond (Standard Form 
1418) for the protection of the Government in an amount equal to ------
-- percent of the original contract price and a payment bond (Standard 
Form 1416) in an amount equal to -------- percent of the original 
contract price.
    (c) The Contractor shall furnish all executed bonds, including any 
necessary reinsurance agreements, to the Contracting Officer, within --
------ days, but in any event, before starting work.
    (d) The Government may require additional performance and payment 
bond protection if the contract price is increased. The Government may 
secure the additional protection by directing the Contractor to increase 
the penal amount of the existing bonds or to obtain additional bonds.
    (e) The bonds shall be in the form of firm commitment, supported by 
corporate sureties whose names appear on the list contained in Treasury 
Department Circular 570, individual sureties, or by other acceptable 
security such as postal money order, certified check, cashier's check, 
irrevocable letter of credit, or, in accordance with Treasury Department 
regulations, certain bonds or notes of the United States. Treasury 
Circular 570 is published in the Federal Register, or may be obtained 
from the U.S. Department of the Treasury, Financial Management Service, 
Surety Bond Branch, 3700 East West Highway, Room 6F01, Hyattsville, MD 
20782. Or via the internet at http://www.fms.treas.gov/c570/.

                             (End of clause)

    Alternate I (JUL 2000). As prescribed in 28.103-4, substitute the 
following paragraphs (b) and (d) for paragraphs (b) and (d) of the basic 
clause:

    (b) The Contractor shall furnish a performance bond (Standard Form 
1418) for the protection to the Government in an amount equal to ---- 
percent of the original contract price.
    (d) The Government may require additional performance bond 
protection if the contract price is increased. The Government may secure 
the additional protection by directing the Contractor to increase the 
penal amount of the existing bond or to obtain an additional bond.

[61 FR 39214, July 26, 1996, as amended at 65 FR 46071, July 26, 2000; 
71 FR 67780, Nov. 22, 2006]



52.229-1  State and Local Taxes.

    As prescribed in 29.401-1, insert the following clause:

                    State and Local Taxes (APR 1984)

    Notwithstanding the terms of the Federal, State, and Local Taxes 
clause, the contract price excludes all State and local taxes levied on 
or measured by the contract or sales price of the services or completed 
supplies furnished under this contract. The Contractor shall state 
separately on its invoices taxes excluded from the contract price, and 
the Government agrees either to pay the amount of the taxes to the 
Contractor or provide evidence necessary to sustain an exemption.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 68 FR 28086, May 22, 2003]



52.229-2  North Carolina State and Local Sales and Use Tax.

    As prescribed in 29.401-2, insert the following clause in 
solicitations and contracts for construction to be performed in North 
Carolina:

       North Carolina State and Local Sales and Use Tax (APR 1984)

    (a) Materials, as used in this clause, means building materials, 
supplies, fixtures, and equipment that become a part of or are annexed 
to any building or structure erected, altered, or repaired under this 
contract.
    (b) If this is a fixed-price contract, the contract price includes 
North Carolina State and local sales and use taxes to be paid on 
materials, notwithstanding any other provision of this contract. If this 
is a cost-reimbursement contract, any North Carolina State and local 
sales and use taxes paid by the Contractor on materials shall constitute 
an allowable cost under this contract.
    (c) At the time specified in paragraph (d) below, the Contractor 
shall furnish the Contracting Officer certified statements setting forth 
the cost of the materials purchased from each vendor and the amount of 
North Carolina State and local sales and use taxes

[[Page 240]]

paid. In the event the Contractor makes several purchases from the same 
vendor, the certified statement shall indicate the invoice numbers, the 
inclusive dates of the invoices, the total amount of the invoices, and 
the North Carolina State and local sales and use taxes paid. The 
statement shall also include the cost of any tangible personal property 
withdrawn from the Contractor's warehouse stock and the amount of North 
Carolina State and local sales or use tax paid on this property by the 
Contractor. Any local sales or use taxes included in the Contractor's 
statements must be shown separately from the State sales or use taxes. 
The Contractor shall furnish any additional information the Commissioner 
of Revenue of the State of North Carolina may require to substantiate a 
refund claim for sales or use taxes. The Contractor shall also obtain 
and furnish to the Contracting Officer similar certified statements by 
its subcontractors.
    (d) If this contract is completed before the next October 1, the 
certified statements to be furnished pursuant to paragraph (c) above 
shall be submitted within 60 days after completion. If this contract is 
not completed before the next October 1, the certified statements shall 
be submitted on or before November 30 of each year and shall cover taxes 
paid during the 12-month period that ended the preceding September 30.
    (e) The certified statements to be furnished pursuant to paragraph 
(c) above shall be in the following form:

I hereby certify that during the period ---- to ---- [insert dates], --
---- [insert name of Contractor or subcontractor] paid North Carolina 
State and local sales and use taxes aggregating $---- (State) and $---- 
(local), with respect to building materials, supplies, fixtures, and 
equipment that have become a part of or annexed to a building or 
structure erected, altered, or repaired by ------ [insert name of 
Contractor or subcontractor] for the United States of America, and that 
the vendors from whom the property was purchased, the dates and numbers 
of the invoices covering the purchases, the total amount of the invoices 
of each vendor, the North Carolina State and local sales and use taxes 
paid on the property (shown separately), and the cost of property 
withdrawn from warehouse stock and North Carolina State and local sales 
or use taxes paid on this property are as set forth in the attachments.

                             (End of clause)

    Alternate I (APR 1984). If the requirement is for vessel repair to 
be performed in North Carolina, substitute the following paragraph (a) 
for paragraph (a) of the basic clause:

    (a) Materials, as used in this clause, means materials, supplies, 
fixtures, and equipment that become a part of or are annexed to any 
vessel altered or repaired under this contract.

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1747, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985]



52.229-3  Federal, State, and Local Taxes.

    As prescribed in 29.401-3, insert the following clause:

               Federal, State, and Local Taxes (APR 2003)

    (a) As used in this clause--
    After-imposed Federal tax means any new or increased Federal excise 
tax or duty, or tax that was exempted or excluded on the contract date 
but whose exemption was later revoked or reduced during the contract 
period, on the transactions or property covered by this contract that 
the Contractor is required to pay or bear as the result of legislative, 
judicial, or administrative action taking effect after the contract 
date. It does not include social security tax or other employment taxes.
    After-relieved Federal tax means any amount of Federal excise tax or 
duty, except social security or other employment taxes, that would 
otherwise have been payable on the transactions or property covered by 
this contract, but which the Contractor is not required to pay or bear, 
or for which the Contractor obtains a refund or drawback, as the result 
of legislative, judicial, or administrative action taking effect after 
the contract date.
    All applicable Federal, State, and local taxes and duties means all 
taxes and duties, in effect on the contract date, that the taxing 
authority is imposing and collecting on the transactions or property 
covered by this contract.
    Contract date means the date set for bid opening or, if this is a 
negotiated contract or a modification, the effective date of this 
contract or modifiation.
    Local taxes includes taxes imposed by a possession or territory of 
the United States, Puerto Rico, or the Northern Mariana Islands, if the 
contract is performed wholly or partly in any of those areas.
    (b) The contract price includes all applicable Federal, State, and 
local taxes and duties.
    (c) The contract price shall be increased by the amount of any 
after-imposed Federal tax, provided the Contractor warrants in writing 
that no amount for such newly imposed Federal excise tax or duty or rate 
increase was included in the contract price, as a contingency reserve or 
otherwise.
    (d) The contract price shall be decreased by the amount of any 
after-relieved Federal tax.

[[Page 241]]

    (e) The contract price shall be decreased by the amount of any 
Federal excise tax or duty, except social security or other employment 
taxes, that the Contractor is required to pay or bear, or does not 
obtain a refund of, through the Contractor's fault, negligence, or 
failure to follow instructions of the Contracting Officer.
    (f) No adjustment shall be made in the contract price under this 
clause unless the amount of the adjustment exceeds $250.
    (g) The Contractor shall promptly notify the Contracting Officer of 
all matters relating to any Federal excise tax or duty that reasonably 
may be expected to result in either an increase or decrease in the 
contract price and shall take appropriate action as the Contracting 
Officer directs.
    (h) The Government shall, without liability, furnish evidence 
appropriate to establish exemption from any Federal, State, or local tax 
when the Contractor requests such evidence and a reasonable basis exists 
to sustain the exemption.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 1747, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985; 55 FR 52799, Dec. 21, 1990; 68 FR 13205, 
Mar. 18, 2003]



52.229-4  Federal, State, and Local Taxes (State and Local Adjustments).

    As prescribed in 29.401-3, insert the following clause:

Federal, State, and Local Taxes (State and Local Adjustments) (APR 2003)

    (a) As used in this clause--
    After-imposed tax means any new or increased Federal, State, or 
local tax or duty, or tax that was excluded on the contract date but 
whose exclusion was later revoked or amount of exemption reduced during 
the contract period, other than an excepted tax, on the transactions or 
property covered by this contract that the Contractor is required to pay 
or bear as the result of legislative, judicial, or administrative action 
taking effect after the contract date.
    After-relieved tax means any amount of Federal, State, or local tax 
or duty, other than an excepted tax, that would otherwise have been 
payable on the transactions or property covered by this contract, but 
which the Contractor is not required to pay or bear, or for which the 
Contractor obtains a refund or drawback, as the result of legislative, 
judicial, or administrative action taking effect after the contract 
date.
    All applicable Federal, State, and local taxes and duties means all 
taxes and duties, in effect on the contract date, that the taxing 
authority is imposing and collecting on the transactions or property 
covered by this contract.
    Contract date means the effective date of this contract and, for any 
modification to this contract, the effective date of the modification.
    Excepted tax means social security or other employment taxes, net 
income and franchise taxes, excess profits taxes, capital stock taxes, 
transportation taxes, unemployment compensation taxes, and property 
taxes. Excepted tax does not include gross income taxes levied on or 
measured by sales or receipts from sales, property taxes assessed on 
completed supplies covered by this contract, or any tax assessed on the 
Contractor's possession of, interest in, or use of property, title to 
which is in the Government.
    Local taxes includes taxes imposed by a possession or territory of 
the United States, Puerto Rico, or the Northern Mariana Islands, if the 
contract is performed wholly or partly in any of those areas.
    (b) Unless otherwise provided in this contract, the contract price 
includes all applicable Federal, State, and local taxes and duties.
    (c) The contract price shall be increased by the amount of any 
after-imposed tax, or of any tax or duty specifically excluded from the 
contract price by a term or condition of this contract that the 
Contractor is required to pay or bear, including any interest or 
penalty, if the Contractor states in writing that the contract price 
does not include any contingency for such tax and if liability for such 
tax, interest, or penalty was not incurred through the Contractor's 
fault, negligence, or failure to follow instructions of the Contracting 
Officer.
    (d) The contract price shall be decreased by the amount of any 
after-relieved tax. The Government shall be entitled to interest 
received by the Contractor incident to a refund of taxes to the extent 
that such interest was earned after the Contractor was paid by the 
Government for such taxes. The Government shall be entitled to repayment 
of any penalty refunded to the Contractor to the extent that the penalty 
was paid by the Government.
    (e) The contract price shall be decreased by the amount of any 
Federal, State, or local tax, other than an excepted tax, that was 
included in the contract price and that the Contractor is required to 
pay or bear, or does not obtain a refund of, through the Contractor's 
fault, negligence, or failure to follow instructions of the Contracting 
Officer.
    (f) No adjustment shall be made in the contract price under this 
clause unless the amount of the adjustment exceeds $250.
    (g) The Contractor shall promptly notify the Contracting Officer of 
all matters relating to Federal, State, and local taxes and duties that 
reasonably may be expected to result in either an increase or decrease 
in the

[[Page 242]]

contract price and shall take appropriate action as the Contracting 
Officer directs. The contract price shall be equitably adjusted to cover 
the costs of action taken by the Contractor at the direction of the 
Contracting Officer, including any interest, penalty, and reasonable 
attorneys' fees.
    (h) The Government shall furnish evidence appropriate to establish 
exemption from any Federal, State, or local tax when (1) the Contractor 
requests such exemption and states in writing that it applies to a tax 
excluded from the contract price and (2) a reasonable basis exists to 
sustain the exemption.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52799, Dec. 21, 1990; 
68 FR 13205, Mar. 18, 2003]



52.229-5  [Reserved]



52.229-6  Taxes--Foreign Fixed-Price Contracts.

    As prescribed in 29.402-1(a), insert the following clause:

             Taxes--Foreign Fixed-Price Contracts (JUN 2003)

    (a) To the extent that this contract provides for furnishing 
supplies or performing services outside the United States and its 
outlying areas, this clause applies in lieu of any Federal, State, and 
local taxes clause of the contract.
    (b) Definitions. As used in this clause--
    Contract date means the date set for bid opening or, if this is a 
negotiated contract or a modification, the effective date of this 
contract or modification.
    Country concerned means any country, other than the United States 
and its outlying areas, in which expenditures under this contract are 
made.
    Tax and taxes include fees and charges for doing business that are 
levied by the government of the country concerned or by its political 
subdivisions.
    All applicable taxes and duties means all taxes and duties, in 
effect on the contract date, that the taxing authority is imposing and 
collecting on the transactions or property covered by this contract, 
pursuant to written ruling or regulation in effect on the contract date.
    After-imposed tax means any new or increased tax or duty, or tax 
that was exempted or excluded on the contract date but whose exemption 
was later revoked or reduced during the contract period, other than 
excepted tax, on the transactions or property covered by this contract 
that the Contractor is required to pay or bear as the result of 
legislative, judicial, or administrative action taking effect after the 
contract date.
    After-relieved tax means any amount of tax or duty, other than an 
excepted tax, that would otherwise have been payable on the transactions 
or property covered by this contract, but which the Contractor is not 
required to pay or bear, or for which the Contractor obtains a refund, 
as the result of legislative, judicial, or administrative action taking 
effect after the contract date.
    Excepted tax means social security or other employment taxes, net 
income and franchise taxes, excess profits taxes, capital stock taxes, 
transportation taxes, unemployment compensation taxes, and property 
taxes. Excepted tax does not include gross income taxes levied on or 
measured by sales or receipts from sales, property taxes assessed on 
completed supplies covered by this contract, or any tax assessed on the 
Contractor's possession of, interest in, or use of property, title to 
which is in the U.S. Government.
    (c) Unless otherwise provided in this contract, the contract price 
includes all applicable taxes and duties, except taxes and duties that 
the Government of the United States and the government of the country 
concerned have agreed shall not be applicable to expenditures in such 
country by or on behalf of the United States.
    (d) The contract price shall be increased by the amount of any 
after-imposed tax or of any tax or duty specifically excluded from the 
contract price by a provision of this contract that the Contractor is 
required to pay or bear, including any interest or penalty, if the 
Contractor states in writing that the contract price does not include 
any contingency for such tax and if liability for such tax, interest, or 
penalty was not incurred through the Contractor's fault, negligence, or 
failure to follow instructions of the Contracting Officer or to comply 
with the provisions of paragraph (i) below.
    (e) The contract price shall be decreased by the amount of any 
after-relieved tax, including any interest or penalty. The Government of 
the United States shall be entitled to interest received by the 
Contractor incident to a refund of taxes to the extent that such 
interest was earned after the Contractor was paid by the Government of 
the United States for such taxes. The Government of the United States 
shall be entitled to repayment of any penalty refunded to the Contractor 
to the extent that the penalty was paid by the Government.
    (f) The contract price shall be decreased by the amount of any tax 
or duty, other than an excepted tax, that was included in the contract 
and that the Contractor is required to pay or bear, or does not obtain a 
refund of, through the Contractor's fault, negligence, or failure to 
follow instructions of the Contracting Officer or to comply with the 
provisions of paragraph (i) below.

[[Page 243]]

    (g) No adjustment shall be made in the contract price under this 
clause unless the amount of the adjustment exceeds $250.
    (h) If the Contractor obtains a reduction in tax liability under the 
United States Internal Revenue Code (Title 26, U.S. Code) because of the 
payment of any tax or duty that either was included in the contract 
price or was the basis of an increase in the contract price, the amount 
of the reduction shall be paid or credited to the Government of the 
United States as the Contracting Officer directs.
    (i) The Contractor shall take all reasonable action to obtain 
exemption from or refund of any taxes or duties, including interest or 
penalty, from which the United States Government, the Contractor, any 
subcontractor, or the transactions or property covered by this contract 
are exempt under the laws of the country concerned or its political 
subdivisions or which the governments of the United States and of the 
country concerned have agreed shall not be applicable to expenditures in 
such country by or on behalf of the United States.
    (j) The Contractor shall promptly notify the Contracting Officer of 
all matters relating to taxes or duties that reasonably may be expected 
to result in either an increase or decrease in the contract price and 
shall take appropriate action as the Contracting Officer directs. The 
contract price shall be equitably adjusted to cover the costs of action 
taken by the Contractor at the direction of the Contracting Officer, 
including any interest, penalty, and reasonable attorneys' fees.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52799, Dec. 21, 1990; 
68 FR 28087, May 22, 2003]



52.229-7  Taxes--Fixed-Price Contracts With Foreign Governments.

    As prescribed in 29.402-1(b), insert the following clause:

    Taxes--Fixed-Price Contracts With Foreign Governments (JAN 1991)

    (a) Contract date, as used in this clause, means the date set for 
bid opening or, if this is a negotiated contract or a modification, the 
effective date of this contract or modification.
    (b) The contract price, including the prices in any subcontracts 
under this contract, does not include any tax or duty that the 
Government of the United States and the Government of ---- [insert name 
of the foreign government] have agreed shall not apply to expenditures 
made by the United States in ---- [insert name of country], or any tax 
or duty not applicable to this contract or any subcontracts under this 
contract, pursuant to the laws of ---- [insert name of country]. If any 
such tax or duty has been included in the contract price, through error 
or otherwise, the contract price shall be correspondingly reduced.
    (c) If, after the contract date, the Government of the United States 
and the Government of ---- [insert name of the foreign government] agree 
that any tax or duty included in the contract price shall not apply to 
expenditures by the United States in ---- [insert name of country], the 
contract price shall be reduced accordingly.
    (d) No adjustment shall be made in the contract price under this 
clause unless the amount of the adjustment exceeds $250.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52799, Dec. 21, 1990]



52.229-8  Taxes--Foreign Cost-Reimbursement Contracts.

    As prescribed in 29.402-2(a), insert the following clause:

         Taxes--Foreign Cost-Reimbursement Contracts (MAR 1990)

    (a) Any tax or duty from which the United States Government is 
exempt by agreement with the Government of ---- [insert name of the 
foreign government], or from which the Contractor or any subcontractor 
under this contract is exempt under the laws of ---- [insert name of 
country], shall not constitute an allowable cost under this contract.
    (b) If the Contractor or subcontractor under this contract obtains a 
foreign tax credit that reduces its Federal income tax liability under 
the United States Internal Revenue Code (Title 26, U.S.C.) because of 
the payment of any tax or duty that was reimbursed under this contract, 
the amount of the reduction shall be paid or credited at the time of 
such offset to the Government of the United States as the Contracting 
Officer directs.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 3889, Feb. 5, 1990]



52.229-9  Taxes--Cost-Reimbursement Contracts With Foreign Governments.

    As prescribed in 29.402-2(b), insert the following clause:

 Taxes--Cost-Reimbursement Contracts With Foreign Governments (MAR 1990)

    (a) Any tax or duty from which the United States Government is 
exempt by agreement with the Government of ---- [insert name of

[[Page 244]]

the foreign government], or from which any subcontractor under this 
contract is exempt under the laws of ---- [insert name of country], 
shall not constitute an allowable cost under this contract.
    (b) If any subcontractor obtains a foreign tax credit that reduces 
its Federal income tax liability under the United States Internal 
Revenue Code (Title 26, U.S.C.) because of the payment of any tax or 
duty that was reimbursed under this contract, the amount of the 
reduction shall be paid (not credited to the contract) to the Treasurer 
of the United States at the time the Federal income tax return is filed.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 3889, Feb. 5, 1990]



52.229-10  State of New Mexico Gross Receipts and Compensating Tax.

    As prescribed in 29.401-4(b), insert the following clause:

   State of New Mexico Gross Receipts and Compensating Tax (APR 2003)

    (a) Within thirty (30) days after award of this contract, the 
Contractor shall advise the State of New Mexico of this contract by 
registering with the State of New Mexico, Taxation and Revenue 
Department, Revenue Division, pursuant to the Tax Administration Act of 
the State of New Mexico and shall identify the contract number.
    (b) The Contractor shall pay the New Mexico gross receipts taxes, 
pursuant to the Gross Receipts and Compensating Tax Act of New Mexico, 
assessed against the contract fee and costs paid for performance of this 
contract, or of any part or portion thereof, within the State of New 
Mexico. The allowability of any gross receipts taxes or local option 
taxes lawfully paid to the State of New Mexico by the Contractor or its 
subcontractors will be determined in accordance with the Allowable Cost 
and Payment clause of this contract except as provided in paragraph (d) 
of this clause.
    (c) The Contractor shall submit applications for Nontaxable 
Transaction Certificates, Form CSR-3C, to the State of New Mexico 
Taxation and Revenue Department, Revenue Division, P.O. Box 630, Santa 
Fe, New Mexico 87509. When the Type 15 Nontaxable Transaction 
Certificate is issued by the Revenue Division, the Contractor shall use 
these certificates strictly in accordance with this contract, and the 
agreement between the (*----) and the New Mexico Taxation and Revenue 
Department.
    (d) The Contractor shall provide Type 15 Nontaxable Transaction 
Certificates to each vendor in New Mexico selling tangible personal 
property to the Contractor for use in the performance of this contract. 
Failure to provide a Type 15 Nontaxable Transaction Certificate to 
vendors will result in the vendor's liability for the gross receipt 
taxes and those taxes, which are then passed on to the Contractor, shall 
not be reimbursable as an allowable cost by the Government.
    (e) The Contractor shall pay the New Mexico compensating user tax 
for any tangible personal property which is purchased pursuant to a 
Nontaxable Transaction Certificate if such property is not used for 
Federal purposes.
    (f) Out-of-state purchase of tangible personal property by the 
Contractor which would be otherwise subject to compensation tax shall be 
governed by the principles of this clause. Accordingly, compensating tax 
shall be due from the Contractor only if such property is not used for 
Federal purposes.
    (g) The (*----) may receive information regarding the Contractor 
from the Revenue Division of the New Mexico Taxation and Revenue 
Department and, at the discretion of the (*----), may participate in any 
matters or proceedings pertaining to this clause or the above-mentioned 
agreement. This shall not preclude the Contractor from having its own 
representative nor does it obligate the (*----) to represent its 
Contractor.
    (h) The Contractor agrees to insert the substance of this clause, 
including this paragraph (h), in each subcontract which meets the 
criteria in 29.401-4(b) (1) through (3) of the Federal Acquisition 
Regulation, 48 CFR part 29.
    (i) Paragraphs (a) through (h) of this clause shall be null and void 
should the Agreement referred to in paragraph (c) of this clause be 
terminated; provided, however, that such termination shall not nullify 
obligations already incurred prior to the date of termination.

(*Insert appropriate agency name in blanks.)

                             (End of clause)

[53 FR 34229, Sept. 2, 1988; 53 FR 36028, Sept. 16, 1988, as amended at 
68 FR 13205, Mar. 18, 2003]



52.230-1  Cost Accounting Standards Notices and Certification.

    As prescribed in 30.201-3, insert the following provisions:

     Cost Accounting Standards Notices and Certification (OCT 2008)

    Note: This notice does not apply to small businesses or foreign 
governments. This notice is in three parts, identified by Roman numerals 
I through III.

    Offerors shall examine each part and provide the requested 
information in order to determine Cost Accounting Standards (CAS)

[[Page 245]]

requirements applicable to any resultant contract.
    If the offeror is an educational institution, Part II does not apply 
unless the contemplated contract will be subject to full or modified CAS 
coverage pursuant to 48 CFR 9903.201-2(c)(5) or 9903.201-2(c)(6), 
respectively.

  I. Disclosure Statement--Cost Accounting Practices and Certification

    (a) Any contract in excess of $650,000 resulting from this 
solicitation will be subject to the requirements of the Cost Accounting 
Standards Board (48 CFR Chapter 99), except for those contracts which 
are exempt as specified in 48 CFR 9903.201-1.
    (b) Any offeror submitting a proposal which, if accepted, will 
result in a contract subject to the requirements of 48 CFR chapter 99 
must, as a condition of contracting, submit a Disclosure Statement as 
required by 48 CFR 9903.202. When required, the Disclosure Statement 
must be submitted as a part of the offeror's proposal under this 
solicitation unless the offeror has already submitted a Disclosure 
Statement disclosing the practices used in connection with the pricing 
of this proposal. If an applicable Disclosure Statement has already been 
submitted, the offeror may satisfy the requirement for submission by 
providing the information requested in paragraph (c) of Part I of this 
provision.
    CAUTION: In the absence of specific regulations or agreement, a 
practice disclosed in a Disclosure Statement shall not, by virtue of 
such disclosure, be deemed to be a proper, approved, or agreed-to 
practice for pricing proposals or accumulating and reporting contract 
performance cost data.
    (c) Check the appropriate box below:
    [squ] (1) Certificate of Concurrent Submission of Disclosure 
Statement. The offeror hereby certifies that, as a part of the offer, 
copies of the Disclosure Statement have been submitted as follows: (i) 
original and one copy to the cognizant Administrative Contracting 
Officer (ACO) or cognizant Federal agency official authorized to act in 
that capacity (Federal official), as applicable, and (ii) one copy to 
the cognizant Federal auditor.
    (Disclosure must be on Form No. CASB DS-1 or CASB DS-2, as 
applicable. Forms may be obtained from the cognizant ACO or Federal 
official and/or from the loose-leaf version of the Federal Acquisition 
Regulation.)

Date of Disclosure Statement:
________________________________________________________________________

Name and Address of Cognizant ACO or Federal Official Where Filed:

________________________________________________________________________

    The offeror further certifies that the practices used in estimating 
costs in pricing this proposal are consistent with the cost accounting 
practices disclosed in the Disclosure Statement.
    [squ] (2) Certificate of Previously Submitted Disclosure Statement. 
The offeror hereby certifies that the required Disclosure Statement was 
filed as follows:

Date of Disclosure Statement:
________________________________________________________________________

Name and Address of Cognizant ACO or Federal Official Where Filed:

________________________________________________________________________

    The offeror further certifies that the practices used in estimating 
costs in pricing this proposal are consistent with the cost accounting 
practices disclosed in the applicable Disclosure Statement.
    [squ] (3) Certificate of Monetary Exemption. The offeror hereby 
certifies that the offeror, together with all divisions, subsidiaries, 
and affiliates under common control, did not receive net awards of 
negotiated prime contracts and subcontracts subject to CAS totaling $50 
million or more in the cost accounting period immediately preceding the 
period in which this proposal was submitted. The offeror further 
certifies that if such status changes before an award resulting from 
this proposal, the offeror will advise the Contracting Officer 
immediately.
    [squ] (4) Certificate of Interim Exemption. The offeror hereby 
certifies that (i) the offeror first exceeded the monetary exemption for 
disclosure, as defined in (3) of this subsection, in the cost accounting 
period immediately preceding the period in which this offer was 
submitted and (ii) in accordance with 48 CFR 9903.202-1, the offeror is 
not yet required to submit a Disclosure Statement. The offeror further 
certifies that if an award resulting from this proposal has not been 
made within 90 days after the end of that period, the offeror will 
immediately submit a revised certificate to the Contracting Officer, in 
the form specified under subparagraph (c)(1) or (c)(2) of Part I of this 
provision, as appropriate, to verify submission of a completed 
Disclosure Statement.
    CAUTION: Offerors currently required to disclose because they were 
awarded a CAS-covered prime contract or subcontract of $50 million or 
more in the current cost accounting period may not claim this exemption 
(4). Further, the exemption applies only in connection with proposals 
submitted before expiration of the 90-day period following the cost 
accounting period in which the monetary exemption was exceeded.

    II. Cost Accounting Standards--Eligibility for Modified Contract 
                                Coverage

    If the offeror is eligible to use the modified provisions of 48 CFR 
9903.201-2(b) and elects to do so, the offeror shall indicate by 
checking the box below. Checking the box below

[[Page 246]]

shall mean that the resultant contract is subject to the Disclosure and 
Consistency of Cost Accounting Practices clause in lieu of the Cost 
Accounting Standards clause.
    [squ] The offeror hereby claims an exemption from the Cost 
Accounting Standards clause under the provisions of 48 CFR 9903.201-2(b) 
and certifies that the offeror is eligible for use of the Disclosure and 
Consistency of Cost Accounting Practices clause because during the cost 
accounting period immediately preceding the period in which this 
proposal was submitted, the offeror received less than $50 million in 
awards of CAS-covered prime contracts and subcontracts. The offeror 
further certifies that if such status changes before an award resulting 
from this proposal, the offeror will advise the Contracting Officer 
immediately.
    CAUTION: An offeror may not claim the above eligibility for modified 
contract coverage if this proposal is expected to result in the award of 
a CAS-covered contract of $50 million or more or if, during its current 
cost accounting period, the offeror has been awarded a single CAS-
covered prime contract or subcontract of $50 million or more.

    III. Additional Cost Accounting Standards Applicable to Existing 
                                Contracts

    The offeror shall indicate below whether award of the contemplated 
contract would, in accordance with subparagraph (a)(3) of the Cost 
Accounting Standards clause, require a change in established cost 
accounting practices affecting existing contracts and subcontracts.
    [squ] Yes [squ] No

                           (End of provision)

    Alternate I (APR 1996). As prescribed in 30.201-3(b), add the 
following subparagraph (c)(5) to Part I of the basic provision:

    [squ] (5) Certificate of Disclosure Statement Due Date by 
Educational Institution. If the offeror is an educational institution 
that, under the transition provisions of 48 CFR 9903.202-1(f), is or 
will be required to submit a Disclosure Statement after receipt of this 
award, the offeror hereby certifies that (check one and complete):

    [squ] (i) A Disclosure Statement Filing Due Date of ----------------
-- has been established with the cognizant Federal agency.

     (ii) The Disclosure Statement will be submitted within the 6-month 
period ending -------------- months after receipt of this award.
Name and Address of Cognizant ACO or Federal Official Where Disclosure 
Statement is to be Filed:
________________________________________________________________________

[57 FR 39591, Aug. 31, 1992; 57 FR 43409, 43495, Sept. 21, 1992, as 
amended at 59 FR 67043, Dec. 28, 1994; 61 FR 18918, Apr. 29, 1996; 63 FR 
9061, Feb. 23, 1998; 65 FR 36030, June 6, 2000; 73 FR 54012, Sept. 17, 
2008]



52.230-2  Cost Accounting Standards.

    As prescribed in 30.201-4(a), insert the following clause:

                  Cost Accounting Standards (OCT 2008)

    (a) Unless the contract is exempt under 48 CFR 9903.201-1 and 
9903.201-2, the provisions of 48 CFR part 9903 are incorporated herein 
by reference and the Contractor, in connection with this contract, 
shall--
    (1) (CAS-covered Contracts Only) By submission of a Disclosure 
Statement, disclose in writing the Contractor's cost accounting 
practices as required by 48 CFR 9903.202-1 through 9903.202-5, including 
methods of distinguishing direct costs from indirect costs and the basis 
used for allocating indirect costs. The practices disclosed for this 
contract shall be the same as the practices currently disclosed and 
applied on all other contracts and subcontracts being performed by the 
Contractor and which contain a Cost Accounting Standards (CAS) clause. 
If the Contractor has notified the Contracting Officer that the 
Disclosure Statement contains trade secrets and commercial or financial 
information which is privileged and confidential, the Disclosure 
Statement shall be protected and shall not be released outside of the 
Government.
    (2) Follow consistently the Contractor's cost accounting practices 
in accumulating and reporting contract performance cost data concerning 
this contract. If any change in cost accounting practices is made for 
the purposes of any contract or subcontract subject to CAS requirements, 
the change must be applied prospectively to this contract and the 
Disclosure Statement must be amended accordingly. If the contract price 
or cost allowance of this contract is affected by such changes, 
adjustment shall be made in accordance with subparagraph (a)(4) or 
(a)(5) of this clause, as appropriate.
    (3) Comply with all CAS, including any modifications and 
interpretations indicated thereto contained in 48 CFR part 9904 in 
effect on the date of award of this contract or, if the Contractor has 
submitted cost or pricing data, on the date of final agreement on price 
as shown on the Contractor's signed certificate of current cost or 
pricing data. The Contractor shall also comply with any CAS (or 
modifications to CAS) which hereafter become applicable to a contract or 
subcontract of the Contractor. Such compliance shall be required 
prospectively from the date

[[Page 247]]

of applicability to such contract or subcontract.
    (4)(i) Agree to an equitable adjustment as provided in the Changes 
clause of this contract if the contract cost is affected by a change 
which, pursuant to subparagraph (a)(3) of this clause, the Contractor is 
required to make to the Contractor's established cost accounting 
practices.
    (ii) Negotiate with the Contracting Officer to determine the terms 
and conditions under which a change may be made to a cost accounting 
practice, other than a change made under other provisions of 
subparagraph (a)(4) of this clause; provided that no agreement may be 
made under this provision that will increase costs paid by the United 
States.
    (iii) When the parties agree to a change to a cost accounting 
practice, other than a change under subdivision (a)(4)(i) of this 
clause, negotiate an equitable adjustment as provided in the Changes 
clause of this contract.
    (5) Agree to an adjustment of the contract price or cost allowance, 
as appropriate, if the Contractor or a subcontractor fails to comply 
with an applicable Cost Accounting Standard, or to follow any cost 
accounting practice consistently and such failure results in any 
increased costs paid by the United States. Such adjustment shall provide 
for recovery of the increased costs to the United States, together with 
interest thereon computed at the annual rate established under section 
6621(a)(2) of the Internal Revenue Code of 1986 (26 U.S.C. 6621(a)(2)) 
for such period, from the time the payment by the United States was made 
to the time the adjustment is effected. In no case shall the Government 
recover costs greater than the increased cost to the Government, in the 
aggregate, on the relevant contracts subject to the price adjustment, 
unless the Contractor made a change in its cost accounting practices of 
which it was aware or should have been aware at the time of price 
negotiations and which it failed to disclose to the Government.
    (b) If the parties fail to agree whether the Contractor or a 
subcontractor has complied with an applicable CAS in 48 CFR part 9904 or 
a CAS rule or regulation in 48 CFR part 9903 and as to any cost 
adjustment demanded by the United States, such failure to agree will 
constitute a dispute under the Contract Disputes Act (41 U.S.C. 601).
    (c) The Contractor shall permit any authorized representatives of 
the Government to examine and make copies of any documents, papers, or 
records relating to compliance with the requirements of this clause.
    (d) The Contractor shall include in all negotiated subcontracts 
which the Contractor enters into, the substance of this clause, except 
paragraph (b), and shall require such inclusion in all other 
subcontracts, of any tier, including the obligation to comply with all 
CAS in effect on the subcontractor's award date or if the subcontractor 
has submitted cost or pricing data, on the date of final agreement on 
price as shown on the subcontractor's signed Certificate of Current Cost 
or Pricing Data. If the subcontract is awarded to a business unit which 
pursuant to 48 CFR 9903.201-2 is subject to other types of CAS coverage, 
the substance of the applicable clause set forth in subsection 30.201-4 
of the Federal Acquisition Regulation shall be inserted. This 
requirement shall apply only to negotiated subcontracts in excess of 
$650,000, except that the requirement shall not apply to negotiated 
subcontracts otherwise exempt from the requirement to include a CAS 
clause as specified in 48 CFR 9903.201-1.

                             (End of clause)

[57 FR 39592, Aug. 31, 1992; 57 FR 45878, Oct. 5, 1992, as amended at 61 
FR 18919, Apr. 29, 1996; 63 FR 9054, Feb. 23, 1998; 73 FR 54012, Sept. 
17, 2008]



52.230-3  Disclosure and Consistency of Cost Accounting Practices.

    As prescribed in 30.201-4(b)(1), insert the following clause:

   Disclosure and Consistency of Cost Accounting Practices (OCT 2008)

    (a) The Contractor, in connection with this contract, shall--
    (1) Comply with the requirements of 48 CFR 9904.401, Consistency in 
Estimating, Accumulating, and Reporting Costs; 48 CFR 9904.402, 
Consistency in Allocating Costs Incurred for the Same Purpose; 48 CFR 
9904.405, Accounting for Unallowable Costs; and 48 CFR 9904.406, Cost 
Accounting Standard-Cost Accounting Period, in effect on the date of 
award of this contract as indicated in 48 CFR part 9904.
    (2) (CAS-covered Contracts Only) If it is a business unit of a 
company required to submit a Disclosure Statement, disclose in writing 
its cost accounting practices as required by 48 CFR 9903.202-1 through 
9903.202-5. If the Contractor has notified the Contracting Officer that 
the Disclosure Statement contains trade secrets and commercial or 
financial information which is privileged and confidential, the 
Disclosure Statement shall be protected and shall not be released 
outside of the Government.
    (3)(i) Follow consistently the Contractor's cost accounting 
practices. A change to such practices may be proposed, however, by 
either the Government or the Contractor, and the Contractor agrees to 
negotiate with the Contracting Officer the terms and conditions under 
which a change may be made. After the terms and conditions under which 
the change is to be made have been agreed to,

[[Page 248]]

the change must be applied prospectively to this contract, and the 
Disclosure Statement, if affected, must be amended accordingly.
    (ii) The Contractor shall, when the parties agree to a change to a 
cost accounting practice and the Contracting Officer has made the 
finding required in 48 CFR 9903.201-6(c), that the change is desirable 
and not detrimental to the interests of the Government, negotiate an 
equitable adjustment as provided in the Changes clause of this contract. 
In the absence of the required finding, no agreement may be made under 
this contract clause that will increase costs paid by the United States.
    (4) Agree to an adjustment of the contract price or cost allowance, 
as appropriate, if the Contractor or a subcontractor fails to comply 
with the applicable CAS or to follow any cost accounting practice, and 
such failure results in any increased costs paid by the United States. 
Such adjustment shall provide for recovery of the increased costs to the 
United States together with interest thereon computed at the annual rate 
established under section 6621(a)(2) of the Internal Revenue Code of 
1986 (26 U.S.C. 6621(a)(2)), from the time the payment by the United 
States was made to the time the adjustment is effected.
    (b) If the parties fail to agree whether the Contractor has complied 
with an applicable CAS, rule, or regulation as specified in 48 CFR parts 
9903 and 9904 and as to any cost adjustment demanded by the United 
States, such failure to agree will constitute a dispute under the 
Contract Disputes Act (41 U.S.C. 601).
    (c) The Contractor shall permit any authorized representatives of 
the Government to examine and make copies of any documents, papers, and 
records relating to compliance with the requirements of this clause.
    (d) The Contractor shall include in all negotiated subcontracts, 
which the Contractor enters into, the substance of this clause, except 
paragraph (b), and shall require such inclusion in all other 
subcontracts of any tier, except that--
    (1) If the subcontract is awarded to a business unit which pursuant 
to 48 CFR 9903.201-2 is subject to other types of CAS coverage, the 
substance of the applicable clause set forth in subsection 30.201-4 of 
the Federal Acquisition Regulation shall be inserted.
    (2) This requirement shall apply only to negotiated subcontracts in 
excess of $650,000.
    (3) The requirement shall not apply to negotiated subcontracts 
otherwise exempt from the requirement to include a CAS clause as 
specified in 48 CFR 9903.201-1.

                             (End of clause)

[57 FR 39592, Aug. 31, 1992; 57 FR 43495, Sept. 21, 1992, as amended at 
59 FR 67044, Dec. 28, 1994; 61 FR 18919, Apr. 29, 1996; 63 FR 9054, Feb. 
23, 1998; 73 FR 54012, Sept. 17, 2008]



52.230-4  Disclosure and Consistency of Cost Accounting Practices for 

Contracts Awarded to Foreign Concerns.

    As prescribed in 30.201-4(c), insert the following clause:
    Disclosure and Consistency of Cost Accounting Practices for 
Contracts Awarded to Foreign Concerns (OCT 2008).
    The Contactor agrees that it will consistently follow the cost 
accounting practices disclosed on FORM CASB DS-1, or other disclosure 
form as permitted by 48 CFR 9903.202-1(e), in estimating, accumulating, 
and reporting costs under this contract, and comply with the 
requirements of CAS 401, Consistency in Estimating, Accumulating, and 
Reporting Costs, and CAS 402, Consistency in Allocating Costs Incurred 
for the Same Purpose. In the event the Contractor fails to follow such 
practices, or comply consistently with CAS 401 and 402, it agrees that 
the contract price shall be adjusted, together with interest, if such 
failure results in increased cost paid by the U.S. Government. Interest 
shall be computed at the annual rate of interest established under 
section 6621(a)(2) of the Internal Revenue Code of 1986 (26 U.S.C. 
6621(a)(2)) from the time payment by the Government was made to the time 
adjustment is effected. The Contractor agrees that the Disclosure 
Statement or other form permitted, pursuant to 48 CFR 9903.202-1(e) 
shall be available for inspection and use by authorized representatives 
of the United States Government.

                             (End of clause)

[57 FR 39593, Aug. 31, 1992, as amended at 73 FR 54013, Sept. 17, 2008]



52.230-5  Cost Accounting Standards--Educational Institution.

    As prescribed in 30.201-4(e), insert the following clause:

      Cost Accounting Standards--Educational Institution (OCT 2008)

    (a) Unless the contract is exempt under 48 CFR 9903.201-1 and 
9903.201-2, the provisions of 48 CFR part 9903 are incorporated herein 
by reference and the Contractor, in connection with this contract, 
shall--
    (1) (CAS-covered contracts only). If a business unit of an 
educational institution required to submit a Disclosure Statement,

[[Page 249]]

disclose in writing the Contractor's cost accounting practices as 
required by 48 CFR 9903.202-1 through 9903.202-5, including methods of 
distinguishing direct costs from indirect costs and the basis used for 
accumulating and allocating indirect costs. The practices disclosed for 
this contract shall be the same as the practices currently disclosed and 
applied on all other contracts and subcontracts being performed by the 
Contractor and which contain a Cost Accounting Standards (CAS) clause. 
If the Contractor has notified the Contracting Officer that the 
Disclosure Statement contains trade secrets, and commercial or financial 
information which is privileged and confidential, the Disclosure 
Statement shall be protected and shall not be released outside of the 
Government.
    (2) Follow consistently the Contractor's cost accounting practices 
in accumulating and reporting contract performance cost data concerning 
this contract. If any change in cost accounting practices is made for 
the purposes of any contract or subcontract subject to CAS requirements, 
the change must be applied prospectively to this contract and the 
Disclosure Statement, if required, must be amended accordingly. If an 
accounting principle change mandated under Office of Management and 
Budget (OMB) Circular A-21, Cost Principles for Educational 
Institutions, requires that a change in the Contractor's cost accounting 
practices be made after the date of this contract award, the change must 
be applied prospectively to this contract and the Disclosure Statement, 
if required, must be amended accordingly. If the contract price or cost 
allowance of this contract is affected by such changes, adjustment shall 
be made in accordance with subparagraph (a)(4) or (a)(5) of this clause, 
as appropriate.
    (3) Comply with all CAS, including any modifications and 
interpretations indicated thereto contained in 48 CFR part 9905 in 
effect on the date of award of this contract or, if the Contractor has 
submitted cost or pricing data, on the date of final agreement on price 
as shown on the Contractor's signed certificate of current cost or 
pricing data. The Contractor shall also comply with any CAS (or 
modifications to CAS) which hereafter become applicable to a contract or 
subcontract of the Contractor. Such compliance shall be required 
prospectively from the date of applicability to such contract or 
subcontract.
    (4)(i) Agree to an equitable adjustment as provided in the Changes 
clause of this contract if the contract cost is affected by a change 
which, pursuant to subparagraph (a)(3) of this clause, the Contractor is 
required to make to the Contractor's established cost accounting 
practices.
    (ii) Negotiate with the Contracting Officer to determine the terms 
and conditions under which a change may be made to a cost accounting 
practice, other than a change made under other provisions of 
subparagraph (a)(4) of this clause; provided that no agreement may be 
made under this provision that will increase costs paid by the United 
States.
    (iii) When the parties agree to a change to a cost accounting 
practice, other than a change under subdivision (a)(4)(i) or (a)(4)(iv) 
of this clause, negotiate an equitable adjustment as provided in the 
Changes clause of this contract.
    (iv) Agree to an equitable adjustment as provided in the Changes 
clause of this contract, if the contract cost is materially affected by 
an OMB Circular A-21 accounting principle amendment which, on becoming 
effective after the date of contract award, requires the Contractor to 
make a change to the Contractor's established cost accounting practices.
    (5) Agree to an adjustment of the contract price or cost allowance, 
as appropriate, if the Contractor or a subcontractor fails to comply 
with an applicable Cost Accounting Standard, or to follow any cost 
accounting practice consistently and such failure results in any 
increased costs paid by the United States. Such adjustment shall provide 
for recovery of the increased costs to the United States, together with 
interest thereon computed at the annual rate established under section 
6621(a)(2) of the Internal Revenue Code of 1986 (26 U.S.C. 6621(a)(2)) 
for such period, from the time the payment by the United States was made 
to the time the adjustment is effected. In no case shall the Government 
recover costs greater than the increased cost to the Government, in the 
aggregate, on the relevant contracts subject to the price adjustment, 
unless the Contractor made a change in its cost accounting practices of 
which it was aware or should have been aware at the time of price 
negotiations and which it failed to disclose to the Government.
    (b) If the parties fail to agree whether the Contractor or a 
subcontractor has complied with an applicable CAS or a CAS rule or 
regulation in 48 CFR part 9903, and as to any cost adjustment demanded 
by the United States, such failure to agree will constitute a dispute 
under the Contract Disputes Act (41 U.S.C. 601).
    (c) The Contractor shall permit any authorized representatives of 
the Government to examine and make copies of any documents, papers, or 
records relating to compliance with the requirements of this clause.
    (d) The Contractor shall include in all negotiated subcontracts 
which the Contractor enters into, the substance of this clause, except 
paragraph (b), and shall require such inclusion in all other 
subcontracts, of any tier, including the obligation to comply with all 
applicable CAS in effect on the subcontractor's award date or, if the 
subcontractor has submitted cost or pricing data, on the date

[[Page 250]]

of final agreement on price as shown on the subcontractor's signed 
Certificate of Current Cost or Pricing Data, except that--
    (1) If the subcontract is awarded to a business unit which pursuant 
to 48 CFR 9903.201-2 is subject to other types of CAS coverage, the 
substance of the applicable clause set forth in 48 CFR 9903.201-4 shall 
be inserted;
    (2) This requirement shall apply only to negotiated subcontracts in 
excess of $650,000; and
    (3) The requirement shall not apply to negotiated subcontracts 
otherwise exempt from the requirement to include a CAS clause as 
specified in 48 CFR 9903.201-1.

                             (End of clause)

[61 FR 18919, Apr. 29, 1996, as amended at 63 FR 9061, Feb. 23, 1998; 73 
FR 54013, Sept. 17, 2008]



52.230-6  Administration of Cost Accounting Standards.

    As prescribed in 30.201-4(d)(1), insert the following clause:

         Administration of Cost Accounting Standards (MAR 2008)

    For the purpose of administering the Cost Accounting Standards (CAS) 
requirements under this contract, the Contractor shall take the steps 
outlined in paragraphs (b) through (i) and (k) through (n) of this 
clause:
    (a) Definitions. As used in this clause--
    Affected CAS-covered contract or subcontract means a contract or 
subcontract subject to CAS rules and regulations for which a Contractor 
or subcontractor--
    (1) Used one cost accounting practice to estimate costs and a 
changed cost accounting practice to accumulate and report costs under 
the contract or subcontract; or
    (2) Used a noncompliant practice for purposes of estimating or 
accumulating and reporting costs under the contract or subcontract.
    Cognizant Federal agency official (CFAO) means the Contracting 
Officer assigned by the cognizant Federal agency to administer the CAS.
    Desirable change means a compliant change to a Contractor's 
established or disclosed cost accounting practices that the CFAO finds 
is desirable and not detrimental to the Government and is, therefore, 
not subject to the no increased cost prohibition provisions of CAS-
covered contracts and subcontracts affected by the change.
    Fixed-price contracts and subcontracts means--
    (1) Fixed-price contracts and subcontracts described at FAR 16.202, 
16.203, (except when price adjustments are based on actual costs of 
labor or material, described at 16.203-1(a)(2)), and 16.207;
    (2) Fixed-price incentive contracts and subcontracts where the price 
is not adjusted based on actual costs incurred (FAR Subpart 16.4);
    (3) Orders issued under indefinite-delivery contracts and 
subcontracts where final payment is not based on actual costs incurred 
(FAR Subpart 16.5); and
    (4) The fixed-hourly rate portion of time-and-materials and labor-
hours contracts and subcontracts (FAR Subpart 16.6).
    Flexibly-priced contracts and subcontracts means--
    (1) Fixed-price contracts and subcontracts described at FAR 16.203-
1(a)(2), 16.204, 16.205, and 16.206;
    (2) Cost-reimbursement contracts and subcontracts (FAR Subpart 
16.3);
    (3) Incentive contracts and subcontracts where the price may be 
adjusted based on actual costs incurred (FAR Subpart 16.4);
    (4) Orders issued under indefinite-delivery contracts and 
subcontracts where final payment is based on actual costs incurred (FAR 
Subpart 16.5); and
    (5) The materials portion of time-and-materials contracts and 
subcontracts (FAR Subpart 16.6).
    Noncompliance means a failure in estimating, accumulating, or 
reporting costs to--
    (1) Comply with applicable CAS; or
    (2) Consistently follow disclosed or established cost accounting 
practices.
    Required change means--
    (1) A change in cost accounting practice that a Contractor is 
required to make in order to comply with applicable Standards, 
modifications or interpretations thereto, that subsequently become 
applicable to existing CAS-covered contracts or subcontracts due to the 
receipt of another CAS-covered contract or subcontract; or
    (2) A prospective change to a disclosed or established cost 
accounting practice when the CFAO determines that the former practice 
was in compliance with applicable CAS and the change is necessary for 
the Contractor to remain in compliance.
    Unilateral change means a change in cost accounting practice from 
one compliant practice to another compliant practice that a Contractor 
with a CAS-covered contract(s) or subcontract(s) elects to make that has 
not been deemed a desirable change by the CFAO and for which the 
Government will pay no aggregate increased costs.
    (b) Submit to the CFAO a description of any cost accounting practice 
change as outlined in paragraphs (b)(1) through (3) of this clause 
(including revisions to the Disclosure Statement, if applicable), and 
any written statement that the cost impact of the change is immaterial. 
If a change in cost accounting practice is implemented without

[[Page 251]]

submitting the notice required by this paragraph, the CFAO may determine 
the change to be a failure to follow paragraph (a)(2) of the clause at 
FAR 52.230-2, Cost Accounting Standards; paragraph (a)(4) of the clause 
at FAR 52.230-3, Disclosure and Consistency of Cost Accounting 
Practices; or paragraph (a)(2) of the clause at FAR 52.230-5, Cost 
Accounting Standards--Educational Institution.
    (1) When a description has been submitted for a change in cost 
accounting practice that is dependent on a contact award and that 
contract is subsequently awarded, notify the CFAO within 15 days after 
such award.
    (2) For any change in cost accounting practice not covered by (b)(1) 
of this clause that is required in accordance with paragraphs (a)(3) and 
(a)(4)(i) of the clause at FAR 52.230-2; or paragraphs (a)(3), 
(a)(4)(i), or (a)(4)(iv) of the clause at FAR 52.230-5; submit a 
description of the change to the CFAO not less than 60 days (or such 
other date as may be mutually agreed to by the CFAO and the Contractor) 
before implementation of the change.
    (3) For any change in cost accounting practices proposed in 
accordance with paragraph (a)(4)(ii) or (iii) of the clauses at FAR 
52.230-2 and FAR 52.230-5; or with paragraph (a)(3) of the clause at FAR 
52.230-3, submit a description of the change not less than 60 days (or 
such other date as may be mutually agreed to by the CFAO and the 
Contractor) before implementation of the change. If the change includes 
a proposed retroactive date submit supporting rationale.
    (4) Submit a description of the change necessary to correct a 
failure to comply with an applicable CAS or to follow a disclosed 
practice (as contemplated by paragraph (a)(5) of the clause at FAR 
52.230-2 and FAR 52.230-5; or by paragraph (a)(4) of the clause at FAR 
52.230-3)--
    (i) Within 60 days (or such other date as may be mutually agreed to 
by the CFAO and the Contractor) after the date of agreement with the 
CFAO that there is a noncompliance; or
    (ii) In the event of Contractor disagreement, within 60 days after 
the CFAO notifies the Contractor of the determination of noncompliance.
    (c) When requested by the CFAO, submit on or before a date specified 
by the CFAO--
    (1) A general dollar magnitude (GDM) proposal in accordance with 
paragraph (d) or (g) of this clause. The Contractor may submit a 
detailed cost-impact (DCI) proposal in lieu of the requested GDM 
proposal provided the DCI proposal is in accordance with paragraph (e) 
or (h) of this clause;
    (2) A detailed cost-impact (DCI) proposal in accordance with 
paragraph (e) or (h) of this clause;
    (3) For any request for a desirable change that is based on the 
criteria in FAR 30.603-2(b)(3)(ii), the data necessary to demonstrate 
the required cost savings; and
    (4) For any request for a desirable change that is based on criteria 
other than that in FAR 30.603-2(b)(3)(ii), a GDM proposal and any other 
data necessary for the CFAO to determine if the change is a desirable 
change.
    (d) For any change in cost accounting practice subject to paragraph 
(b)(1), (b)(2), or (b)(3) of this clause, the GDM proposal shall--
    (1) Calculate the cost impact in accordance with paragraph (f) of 
this clause;
    (2) Use one or more of the following methods to determine the 
increase or decrease in cost accumulations:
    (i) A representative sample of affected CAS-covered contracts and 
subcontracts.
    (ii) The change in indirect rates multiplied by the total estimated 
base computed for each of the following groups:
    (A) Fixed-price contracts and subcontracts.
    (B) Flexibly-priced contracts and subcontracts.
    (iii) Any other method that provides a reasonable approximation of 
the total increase or decrease in cost accumulations for all affected 
fixed-price and flexibly-priced contracts and subcontracts;
    (3) Use a format acceptable to the CFAO but, as a minimum, include 
the following data:
    (i) The estimated increase or decrease in cost accumulations by 
Executive agency, including any impact the change may have on contract 
and subcontract incentives, fees, and profits, for each of the following 
groups:
    (A) Fixed-price contracts and subcontracts.
    (B) Flexibly-priced contracts and subcontracts.
    (ii) For unilateral changes, the increased or decreased costs to the 
Government for each of the following groups:
    (A) Fixed-price contracts and subcontracts.
    (B) Flexibly-priced contracts and subcontracts; and
    (4) When requested by the CFAO, identify all affected CAS-covered 
contracts and subcontracts.
    (e) For any change in cost accounting practice subject to paragraph 
(b)(1), (b)(2), or (b)(3) of this clause, the DCI proposal shall--
    (1) Show the calculation of the cost impact in accordance with 
paragraph (f) of this clause;
    (2) Show the estimated increase or decrease in cost accumulations 
for each affected CAS-covered contract and subcontract unless the CFAO 
and Contractor agree to include--
    (i) Only those affected CAS-covered contracts and subcontracts 
having an estimate to complete exceeding a specified amount; and
    (ii) An estimate of the total increase or decrease in cost 
accumulations for all affected CAS-covered contracts and subcontracts,

[[Page 252]]

using the results in paragraph (e)(2)(i) of this clause;
    (3) Use a format acceptable to the CFAO but, as a minimum, include 
the information in paragraph (d)(3) of this clause; and
    (4) When requested by the CFAO, identify all affected CAS-covered 
contracts and subcontracts.
    (f) For GDM and DCI proposals that are subject to the requirements 
of paragraph (d) or (e) of this clause, calculate the cost impact as 
follows:
    (1) The cost impact calculation shall include all affected CAS-
covered contracts and subcontracts regardless of their status (i.e., 
open or closed) or the fiscal year in which the costs were incurred 
(i.e., whether or not the final indirect rates have been established).
    (2) For unilateral changes--
    (i) Determine the increased or decreased cost to the Government for 
flexibly-priced contracts and subcontracts as follows:
    (A) When the estimated cost to complete using the changed practice 
exceeds the estimated cost to complete using the current practice, the 
difference is increased cost to the Government.
    (B) When the estimated cost to complete using the changed practice 
is less than the estimated cost to complete using the current practice, 
the difference is decreased cost to the Government;
    (ii) Determine the increased or decreased cost to the Government for 
fixed-priced contracts and subcontracts as follows:
    (A) When the estimated cost to complete using the changed practice 
is less than the estimated cost to complete using the current practice, 
the difference is increased cost to the Government.
    (B) When the estimated cost to complete using the changed practice 
exceeds the estimated cost to complete using the current practice, the 
difference is decreased cost to the Government;
    (iii) Calculate the total increase or decrease in contract and 
subcontract incentives, fees, and profits associated with the increased 
or decreased costs to the Government in accordance with 48 CFR 
9903.306(c). The associated increase or decrease is based on the 
difference between the negotiated incentives, fees, and profits and the 
amounts that would have been negotiated had the cost impact been known 
at the time the contracts and subcontracts were negotiated; and
    (iv) Calculate the increased cost to the Government in the 
aggregate.
    (3) For equitable adjustments for required or desirable changes--
    (i) Estimated increased cost accumulations are the basis for 
increasing contract prices, target prices and cost ceilings; and
    (ii) Estimated decreased cost accumulations are the basis for 
decreasing contract prices, target prices and cost ceilings.
    (g) For any noncompliant cost accounting practice subject to 
paragraph (b)(4) of this clause, prepare the GDM proposal as follows:
    (1) Calculate the cost impact in accordance with paragraph (i) of 
this clause.
    (2) Use one or more of the following methods to determine the 
increase or decrease in contract and subcontract prices or cost 
accumulations, as applicable:
    (i) A representative sample of affected CAS-covered contracts and 
subcontracts.
    (ii) When the noncompliance involves cost accumulation the change in 
indirect rates multiplied by the applicable base for only flexibly-
priced contracts and subcontracts.
    (iii) Any other method that provides a reasonable approximation of 
the total increase or decrease.
    (3) Use a format acceptable to the CFAO but, as a minimum, include 
the following data:
    (i) The total increase or decrease in contract and subcontract price 
and cost accumulations, as applicable, by Executive agency, including 
any impact the noncompliance may have on contract and subcontract 
incentives, fees, and profits, for each of the following groups:
    (A) Fixed-price contracts and subcontracts.
    (B) Flexibly-priced contracts and subcontracts.
    (ii) The increased or decreased cost to the Government for each of 
the following groups:
    (A) Fixed-price contracts and subcontracts.
    (B) Flexibly-priced contracts and subcontracts.
    (iii) The total overpayments and underpayments made by the 
Government during the period of noncompliance.
    (4) When requested by the CFAO, identify all CAS-covered contracts 
and subcontracts.
    (h) For any noncompliant practice subject to paragraph (b)(4) of 
this clause, prepare the DCI proposal as follows:
    (1) Calculate the cost impact in accordance with paragraph (i) of 
this clause.
    (2) Show the increase or decrease in price and cost accumulations 
for each affected CAS-covered contract and subcontract unless the CFAO 
and Contractor agree to--
    (i) Include only those affected CAS-covered contracts and 
subcontracts having--
    (A) Contract and subcontract values exceeding a specified amount 
when the noncompliance involves estimating costs; and
    (B) Incurred costs exceeding a specified amount when the 
noncompliance involves accumulating costs; and
    (ii) Estimate the total increase or decrease in price and cost 
accumulations for all affected CAS-covered contracts and subcontracts 
using the results in paragraph (h)(2)(i) of this clause.
    (3) Use a format acceptable to the CFAO that, as a minimum, include 
the information in paragraph (g)(3) of this clause.

[[Page 253]]

    (4) When requested by the CFAO, identify all CAS-covered contracts 
and subcontracts.
    (i) For GDM and DCI proposals that are subject to the requirements 
of paragraph (g) or (h) of this clause, calculate the cost impact as 
follows:
    (1) The cost impact calculation shall include all affected CAS-
covered contracts and subcontracts regardless of their status (i.e., 
open or closed) or the fiscal year in which the costs are incurred 
(i.e., whether or not the final indirect rates have been established).
    (2) For noncompliances that involve estimating costs, determine the 
increased or decreased cost to the Government for fixed-price contracts 
and subcontracts as follows:
    (i) When the negotiated contract or subcontract price exceeds what 
the negotiated price would have been had the Contractor used a compliant 
practice, the difference is increased cost to the Government.
    (ii) When the negotiated contract or subcontract price is less than 
what the negotiated price would have been had the Contractor used a 
compliant practice, the difference is decreased cost to the Government.
    (3) For noncompliances that involve accumulating costs, determine 
the increased or decreased cost to the Government for flexibly-priced 
contracts and subcontracts as follows:
    (i) When the costs that were accumulated under the noncompliant 
practice exceed the costs that would have been accumulated using a 
compliant practice (from the time the noncompliant practice was first 
implemented until the date the noncompliant practice was replaced with a 
compliant practice), the difference is increased cost to the Government.
    (ii) When the costs that were accumulated under the noncompliant 
practice are less than the costs that would have been accumulated using 
a compliant practice (from the time the noncompliant practice was first 
implemented until the date the noncompliant practice was replaced with a 
compliant practice), the difference is decreased cost to the Government.
    (4) Calculate the total increase or decrease in contract and 
subcontracts incentives, fees, and profits associated with the increased 
or decreased cost to the Government in accordance with 48 CFR 
9903.306(c). The associated increase or decrease is based on the 
difference between the negotiated incentives, fees, and profits and the 
amounts that would have been negotiated had the Contractor used a 
compliant practice.
    (5) Calculate the increased cost to the Government in the aggregate.
    (j) If the Contractor does not submit the information required by 
paragraph (b) or (c) of this clause within the specified time, or any 
extension granted by the CFAO, the CFAO may take one or both of the 
following actions:
    (1) Withhold an amount not to exceed 10 percent of each subsequent 
amount payment to the Contractor's affected CAS-covered contracts, (up 
to the estimated general dollar magnitude of the cost impact), until 
such time as the Contractor provides the required information to the 
CFAO.
    (2) Issue a final decision in accordance with FAR 33.211 and 
unilaterally adjust the contract(s) by the estimated amount of the cost 
impact.
    (k) Agree to--
    (1) Contract modifications to reflect adjustments required in 
accordance with paragraph (a)(4)(ii) or (a)(5) of the clauses at FAR 
52.230-2 and 52.230-5; or with paragraph (a)(3)(i) or (a)(4) of the 
clause at FAR 52.230-3; and
    (2) Repay the Government for any aggregate increased cost paid to 
the Contractor.
    (l) For all subcontracts subject to the clauses at FAR 52.230-2, 
52.230-3, or 52.230-5--
    (1) So state in the body of the subcontract, in the letter of award, 
or in both (do not use self-deleting clauses);
    (2) Include the substance of this clause in all negotiated 
subcontracts; and
    (3) Within 30 days after award of the subcontract, submit the 
following information to the Contractor's CFAO:
    (i) Subcontractor's name and subcontract number.
    (ii) Dollar amount and date of award.
    (iii) Name of Contractor making the award.
    (m) Notify the CFAO in writing of any adjustments required to 
subcontracts under this contract and agree to an adjustment to this 
contract price or estimated cost and fee. The Contractor shall--
    (1) Provide this notice within 30 days after the Contractor receives 
the proposed subcontract adjustments; and
    (2) Include a proposal for adjusting the higher-tier subcontract or 
the contract appropriately.
    (n) For subcontracts containing the clause or substance of the 
clause at FAR 52.230-2, FAR 52.230-3, or FAR 52.230-5, require the 
subcontractor to comply with all Standards in effect on the date of 
award or of final agreement on price, as shown on the subcontractor's 
signed Certificate of Current Cost or Pricing Data, whichever is 
earlier.

                             (End of clause)

[70 FR 11759, Mar. 9, 2005, as amended at 73 FR 10967, Feb. 28, 2008]



52.230-7  Proposal Disclosure--Cost Accounting Practice Changes.

    As prescribed in 30.201-3(c), insert the following provision:


[[Page 254]]



    Proposal Disclosure--Cost Accounting Practice Changes (APR 2005)

    The offeror shall check ``yes'' below if the contract award will 
result in a required or unilateral change in cost accounting practice, 
including unilateral changes requested to be desirable changes.

Yes No

    If the offeror checked ``Yes'' above, the offeror shall--
    (1) Prepare the price proposal in response to the solicitation using 
the changed practice for the period of performance for which the 
practice will be used; and
    (2) Submit a description of the changed cost accounting practice to 
the Contracting Officer and the Cognizant Federal Agency Official as 
pricing support for the proposal.

                           (End of provision)

[70 FR 11761, Mar. 9, 2005]



52.231  [Reserved]



52.232-1  Payments.

    As prescribed in 32.111(a)(1), insert the following clause, 
appropriately modified with respect to payment due date in accordance 
with agency regulations, in solicitations and contracts when a fixed-
price supply contract, a fixed-price service contract, or a contract for 
nonregulated communication services is contemplated:

                           Payments (APR 1984)

    The Government shall pay the Contractor, upon the submission of 
proper invoices or vouchers, the prices stipulated in this contract for 
supplies delivered and accepted or services rendered and accepted, less 
any deductions provided in this contract. Unless otherwise specified in 
this contract, payment shall be made on partial deliveries accepted by 
the Government if--
    (a) The amount due on the deliveries warrants it; or
    (b) The Contractor requests it and the amount due on the deliveries 
is at least $1,000 or 50 percent of the total contract price.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 56 FR 41744, Aug. 22, 1991]



52.232-2  Payments Under Fixed-Price Research and Development Contracts.

    As prescribed in 32.111(a)(2), insert the following clause, as 
appropriately modified with respect to payment due dates in accordance 
with agency regulations, in solicitations and contracts when a fixed-
price research and development contract is contemplated:

Payments Under Fixed-Price Research and Development Contracts (APR 1984)

    The Government shall pay the Contractor, upon submission of proper 
invoices or vouchers, the prices stipulated in this contract for work 
delivered or rendered and accepted, less any deductions provided in this 
contract. Unless otherwise specified, payment shall be made upon 
acceptance of any portion of the work delivered or rendered for which a 
price is separately stated in the contract.

                             (End of clause)



52.232-3  Payments Under Personal Services Contracts.

    As prescribed in 32.111(a)(3), insert the following clause, 
appropriately modified with respect to payment due dates in accordance 
with agency regulations, in solicitations and contracts for personal 
services:

          Payments Under Personal Services Contracts (APR 1984)

    The Government shall pay the Contractor for the services performed 
by the Contractor, as set forth in the Schedule of this contract, at the 
rates prescribed, upon the submission by the Contractor of proper 
invoices or time statements to the office or officer designated and at 
the time provided for in this contract. The Government shall also pay 
the Contractor (a) a per diem rate in lieu of subsistence for each day 
the Contractor is in a travel status away from home or regular place of 
employment in accordance with Federal Travel Regulations (41 CFR 101-7) 
as authorized in appropriate Travel Orders; and (b) any other 
transportation expenses if provided for in the Schedule.

                             (End of clause)



52.232-4  Payments Under Transportation Contracts and Transportation-Related 

Services Contracts.

    As prescribed in 32.111(a)(4), insert the following clause, 
appropriately modified with respect to payment due dates in accordance 
with agency regulations, in solicitations and contracts for 
transportation or transportation-related services:

[[Page 255]]

   Payments Under Transportation Contracts and Transportation-Related 
                      Services Contracts (APR 1984)

    The Government shall pay the Contractor upon the submission of 
properly certified invoices or vouchers, the amount due for services 
rendered and accepted, less deductions, if any, as herein provided.

                             (End of clause)



52.232-5  Payments Under Fixed-Price Construction Contracts.

    As prescribed in 32.111(a)(5), insert the following clause:

      Payments Under Fixed-Price Construction Contracts (SEP 2002)

    (a) Payment of price. The Government shall pay the Contractor the 
contract price as provided in this contract.
    (b) Progress payments. The Government shall make progress payments 
monthly as the work proceeds, or at more frequent intervals as 
determined by the Contracting Officer, on estimates of work accomplished 
which meets the standards of quality established under the contract, as 
approved by the Contracting Officer.
    (1) The Contractor's request for progress payments shall include the 
following substantiation:
    (i) An itemization of the amounts requested, related to the various 
elements of work required by the contract covered by the payment 
requested.
    (ii) A listing of the amount included for work performed by each 
subcontractor under the contract.
    (iii) A listing of the total amount of each subcontract under the 
contract.
    (iv) A listing of the amounts previously paid to each such 
subcontractor under the contract.
    (v) Additional supporting data in a form and detail required by the 
Contracting Officer.
    (2) In the preparation of estimates, the Contracting Officer may 
authorize material delivered on the site and preparatory work done to be 
taken into consideration. Material delivered to the Contractor at 
locations other than the site also may be taken into consideration if--
    (i) Consideration is specifically authorized by this contract; and
    (ii) The Contractor furnishes satisfactory evidence that it has 
acquired title to such material and that the material will be used to 
perform this contract.
    (c) Contractor certification. Along with each request for progress 
payments, the Contractor shall furnish the following certification, or 
payment shall not be made: (However, if the Contractor elects to delete 
paragraph (c)(4) from the certification, the certification is still 
acceptable.)
    I hereby certify, to the best of my knowledge and belief, that--
    (1) The amounts requested are only for performance in accordance 
with the specifications, terms, and conditions of the contract;
    (2) All payments due to subcontractors and suppliers from previous 
payments received under the contract have been made, and timely payments 
will be made from the proceeds of the payment covered by this 
certification, in accordance with subcontract agreements and the 
requirements of chapter 39 of Title 31, United States Code;
    (3) This request for progress payments does not include any amounts 
which the prime contractor intends to withhold or retain from a 
subcontractor or supplier in accordance with the terms and conditions of 
the subcontract; and
    (4) This certification is not to be construed as final acceptance of 
a subcontractor's performance.

________________________________________________________________________
(Name)
________________________________________________________________________
(Title)
________________________________________________________________________
(Date)

    (d) Refund of unearned amounts. If the Contractor, after making a 
certified request for progress payments, discovers that a portion or all 
of such request constitutes a payment for performance by the Contractor 
that fails to conform to the specifications, terms, and conditions of 
this contract (hereinafter referred to as the unearned amount), the 
Contractor shall--
    (1) Notify the Contracting Officer of such performance deficiency; 
and
    (2) Be obligated to pay the Government an amount (computed by the 
Contracting Officer in the manner provided in paragraph (j) of this 
clause) equal to interest on the unearned amount from the 8th day after 
the date of receipt of the unearned amount until--
    (i) The date the Contractor notifies the Contracting Officer that 
the performance deficiency has been corrected; or
    (ii) The date the Contractor reduces the amount of any subsequent 
certified request for progress payments by an amount equal to the 
unearned amount.
    (e) Retainage. If the Contracting Officer finds that satisfactory 
progress was achieved during any period for which a progress payment is 
to be made, the Contracting Officer shall authorize payment to be made 
in full. However, if satisfactory progress has not been made, the 
Contracting Officer may retain a maximum of 10 percent of the amount of 
the payment until satisfactory progress is achieved. When the work is 
substantially

[[Page 256]]

complete, the Contracting Officer may retain from previously withheld 
funds and future progress payments that amount the Contracting Officer 
considers adequate for protection of the Government and shall release to 
the Contractor all the remaining withheld funds. Also, on completion and 
acceptance of each separate building, public work, or other division of 
the contract, for which the price is stated separately in the contract, 
payment shall be made for the completed work without retention of a 
percentage.
    (f) Title, liability, and reservation of rights. All material and 
work covered by progress payments made shall, at the time of payment, 
become the sole property of the Government, but this shall not be 
construed as--
    (1) Relieving the Contractor from the sole responsibility for all 
material and work upon which payments have been made or the restoration 
of any damaged work; or
    (2) Waiving the right of the Government to require the fulfillment 
of all of the terms of the contract.
    (g) Reimbursement for bond premiums. In making these progress 
payments, the Government shall, upon request, reimburse the Contractor 
for the amount of premiums paid for performance and payment bonds 
(including coinsurance and reinsurance agreements, when applicable) 
after the Contractor has furnished evidence of full payment to the 
surety. The retainage provisions in paragraph (e) above shall not apply 
to that portion of progress payments attributable to bond premiums.
    (h) Final payment. The Government shall pay the amount due the 
Contractor under this contract after--
    (1) Completion and acceptance of all work;
    (2) Presentation of a properly executed voucher; and
    (3) Presentation of release of all claims against the Government 
arising by virtue of this contract, other than claims, in stated 
amounts, that the Contractor has specifically excepted from the 
operation of the release. A release may also be required of the assignee 
if the Contractor's claim to amounts payable under this contract has 
been assigned under the Assignment of Claims Act of 1940 (31 U.S.C. 3727 
and 41 U.S.C. 15).
    (i) Limitation because of undefinitized work. Notwithstanding any 
provision of this contract, progress payments shall not exceed 80 
percent on work accomplished on undefinitized contract actions. A 
contract action is any action resulting in a contract, as defined in FAR 
subpart 2.1, including contract modifications for additional supplies or 
services, but not including contract modifications that are within the 
scope and under the terms of the contract, such as contract 
modifications issued pursuant to the Changes clause, or funding and 
other administrative changes.
    (j) Interest computation on unearned amounts. In accordance with 31 
U.S.C. 3903(c)(1), the amount payable under subparagraph (d)(2) of this 
clause shall be--
    (1) Computed at the rate of average bond equivalent rates of 91-day 
Treasury bills auctioned at the most recent auction of such bills prior 
to the date the Contractor receives the unearned amount; and
    (2) Deducted from the next available payment to the Contractor.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985; 
51 FR 2666, Jan. 17, 1986; 51 FR 19717, May 30, 1986; 52 FR 30078, Aug. 
12, 1987; 54 FR 13337, Mar. 31, 1989; 62 FR 12711, Mar. 17, 1997; 67 FR 
56126, Aug. 30, 2002]



52.232-6  Payment Under Communication Service Contracts With Common Carriers.

    As prescribed in 32.111(a)(6), insert the following clause, 
appropriately modified with respect to payment due dates in accordance 
with agency regulations, in solicitations and contracts for regulated 
communication services by common carriers:

Payment Under Communication Service Contracts With Common Carriers (APR 
                                  1984)

    The Government shall pay the Contractor, in arrears, upon submission 
of invoices for services and facilities furnished in accordance with the 
terms of CSAs issued under this contract, the rates and charges for the 
services and facilities as set forth in the clause entitled Rates, 
Charges and Services.

                             (End of clause)



52.232-7  Payments under Time-and-Materials and Labor-Hour Contracts.

    As prescribed in 32.111(a)(7), insert the following clause:

  Payments Under Time-and-Materials and Labor-Hour Contracts (FEB 2007)

    The Government will pay the Contractor as follows upon the 
submission of vouchers approved by the Contracting Officer or the 
authorized representative:
    (a) Hourly rate. (1) Hourly rate means the rate(s) prescribed in the 
contract for payment for labor that meets the labor category 
qualifications of a labor category specified in the contract that are--
    (i) Performed by the Contractor;

[[Page 257]]

    (ii) Performed by the subcontractors; or
    (iii) Transferred between divisions, subsidiaries, or affiliates of 
the Contractor under a common control.
    (2) The amounts shall be computed by multiplying the appropriate 
hourly rates prescribed in the Schedule by the number of direct labor 
hours performed.
    (3) The hourly rates shall be paid for all labor performed on the 
contract that meets the labor qualifications specified in the contract. 
Labor hours incurred to perform tasks for which labor qualifications 
were specified in the contract will not be paid to the extent the work 
is performed by employees that do not meet the qualifications specified 
in the contract, unless specifically authorized by the Contracting 
Officer.
    (4) The hourly rates shall include wages, indirect costs, general 
and administrative expense, and profit. Fractional parts of an hour 
shall be payable on a prorated basis.
    (5) Vouchers may be submitted once each month (or at more frequent 
intervals, if approved by the Contracting Officer), to the Contracting 
Officer or authorized representative. The Contractor shall substantiate 
vouchers (including any subcontractor hours reimbursed at the hourly 
rate in the schedule) by evidence of actual payment and by--
    (i) Individual daily job timekeeping records;
    (ii) Records that verify the employees meet the qualifications for 
the labor categories specified in the contract; or
    (iii) Other substantiation approved by the Contracting Officer.
    (6) Promptly after receipt of each substantiated voucher, the 
Government shall, except as otherwise provided in this contract, and 
subject to the terms of paragraph (e) of this clause, pay the voucher as 
approved by the Contracting Officer or authorized representative.
    (7) Unless otherwise prescribed in the Schedule, the Contracting 
Officer may unilaterally issue a contract modification requiring the 
Contractor to withhold amounts from its billings until a reserve is set 
aside in an amount that the Contracting Officer considers necessary to 
protect the Government's interests. The Contracting Officer may require 
a withhold of 5 percent of the amounts due under paragraph (a) of this 
clause, but the total amount withheld for the contract shall not exceed 
$50,000. The amounts withheld shall be retained until the Contractor 
executes and delivers the release required by paragraph (g) of this 
clause.
    (8) Unless the Schedule prescribes otherwise, the hourly rates in 
the Schedule shall not be varied by virtue of the Contractor having 
performed work on an overtime basis. If no overtime rates are provided 
in the Schedule and overtime work is approved in advance by the 
Contracting Officer, overtime rates shall be negotiated. Failure to 
agree upon these overtime rates shall be treated as a dispute under the 
Disputes clause of this contract. If the Schedule provides rates for 
overtime, the premium portion of those rates will be reimbursable only 
to the extent the overtime is approved by the Contracting Officer.
    (b) Materials. (1) For the purposes of this clause--
    (i) Direct materials means those materials that enter directly into 
the end product, or that are used or consumed directly in connection 
with the furnishing of the end product or service.
    (ii) Materials means--
    (A) Direct materials, including supplies transferred between 
divisions, subsidiaries, or affiliates of the Contractor under a common 
control;
    (B) Subcontracts for supplies and incidental services for which 
there is not a labor category specified in the contract;
    (C) Other direct costs (e.g., incidental services for which there is 
not a labor category specified in the contract, travel, computer usage 
charges, etc.); and
    (D) Applicable indirect costs.
    (2) If the Contractor furnishes its own materials that meet the 
definition of a commercial item at 2.101, the price to be paid for such 
materials shall not exceed the Contractor's established catalog or 
market price, adjusted to reflect the--
    (i) Quantities being acquired; and
    (ii) Actual cost of any modifications necessary because of contract 
requirements.
    (3) Except as provided for in paragraph (b)(2) of this clause, the 
Government will reimburse the Contractor for allowable cost of materials 
provided the Contractor--
    (i) Has made payments for materials in accordance with the terms and 
conditions of the agreement or invoice; or
    (ii) Ordinarily makes these payments within 30 days of the 
submission of the Contractor's payment request to the Government and 
such payment is in accordance with the terms and conditions of the 
agreement or invoice.
    (4) Payment for materials is subject to the Allowable Cost and 
Payment clause of this contract. The Contracting Officer will determine 
allowable costs of materials in accordance with Subpart 31.2 of the 
Federal Acquisition Regulation (FAR) in effect on the date of this 
contract.
    (5) The Contractor may include allocable indirect costs and other 
direct costs to the extent they are--
    (i) Comprised only of costs that are clearly excluded from the 
hourly rate;
    (ii) Allocated in accordance with the Contractor's written or 
established accounting practices; and
    (iii) Indirect costs are not applied to subcontracts that are paid 
at the hourly rates.

[[Page 258]]

    (6) To the extent able, the Contractor shall--
    (i) Obtain materials at the most advantageous prices available with 
due regard to securing prompt delivery of satisfactory materials; and
    (ii) Take all cash and trade discounts, rebates, allowances, 
credits, salvage, commissions, and other benefits. When unable to take 
advantage of the benefits, the Contractor shall promptly notify the 
Contracting Officer and give the reasons. The Contractor shall give 
credit to the Government for cash and trade discounts, rebates, scrap, 
commissions, and other amounts that have accrued to the benefit of the 
Contractor, or would have accrued except for the fault or neglect of the 
Contractor. The Contractor shall not deduct from gross costs the 
benefits lost without fault or neglect on the part of the Contractor, or 
lost through fault of the Government.
    (7) Except as provided for in 31.205-26(e) and (f), the Government 
will not pay profit or fee to the prime Contractor on materials.
    (c) If the Contractor enters into any subcontract that requires 
consent under the clause at 52.244-2, Subcontracts, without obtaining 
such consent, the Government is not required to reimburse the Contractor 
for any costs incurred under the subcontract prior to the date the 
Contractor obtains the required consent. Any reimbursement of 
subcontract costs incurred prior to the date the consent was obtained 
shall be at the sole discretion of the Government.
    (d) Total cost. It is estimated that the total cost to the 
Government for the performance of this contract shall not exceed the 
ceiling price set forth in the Schedule, and the Contractor agrees to 
use its best efforts to perform the work specified in the Schedule and 
all obligations under this contract within such ceiling price. If at any 
time the Contractor has reason to believe that the hourly rate payments 
and material costs that will accrue in performing this contract in the 
next succeeding 30 days, if added to all other payments and costs 
previously accrued, will exceed 85 percent of the ceiling price in the 
Schedule, the Contractor shall notify the Contracting Officer giving a 
revised estimate of the total price to the Government for performing 
this contract with supporting reasons and documentation. If at any time 
during performing this contract, the Contractor has reason to believe 
that the total price to the Government for performing this contract will 
be substantially greater or less than the then stated ceiling price, the 
Contractor shall so notify the Contracting Officer, giving a revised 
estimate of the total price for performing this contract, with 
supporting reasons and documentation. If at any time during performing 
this contract, the Government has reason to believe that the work to be 
required in performing this contract will be substantially greater or 
less than the stated ceiling price, the Contracting Officer will so 
advise the Contractor, giving the then revised estimate of the total 
amount of effort to be required under the contract.
    (e) Ceiling price. The Government will not be obligated to pay the 
Contractor any amount in excess of the ceiling price in the Schedule, 
and the Contractor shall not be obligated to continue performance if to 
do so would exceed the ceiling price set forth in the Schedule, unless 
and until the Contracting Officer notifies the Contractor in writing 
that the ceiling price has been increased and specifies in the notice a 
revised ceiling that shall constitute the ceiling price for performance 
under this contract. When and to the extent that the ceiling price set 
forth in the Schedule has been increased, any hours expended and 
material costs incurred by the Contractor in excess of the ceiling price 
before the increase shall be allowable to the same extent as if the 
hours expended and material costs had been incurred after the increase 
in the ceiling price.
    (f) Audit. At any time before final payment under this contract, the 
Contracting Officer may request audit of the vouchers and supporting 
documentation. Each payment previously made shall be subject to 
reduction to the extent of amounts, on preceding vouchers, that are 
found by the Contracting Officer or authorized representative not to 
have been properly payable and shall also be subject to reduction for 
overpayments or to increase for underpayments. Upon receipt and approval 
of the voucher designated by the Contractor as the ``completion 
voucher'' and supporting documentation, and upon compliance by the 
Contractor with all terms of this contract (including, without 
limitation, terms relating to patents and the terms of paragraph (g) of 
this clause), the Government shall promptly pay any balance due the 
Contractor. The completion voucher, and supporting documentation, shall 
be submitted by the Contractor as promptly as practicable following 
completion of the work under this contract, but in no event later than 1 
year (or such longer period as the Contracting Officer may approve in 
writing) from the date of completion.
    (g) Assignment and Release of Claims. The Contractor, and each 
assignee under an assignment entered into under this contract and in 
effect at the time of final payment under this contract, shall execute 
and deliver, at the time of and as a condition precedent to final 
payment under this contract, a release discharging the Government, its 
officers, agents, and employees of and from all liabilities, 
obligations, and claims arising out of or under this contract, subject 
only to the following exceptions:
    (1) Specified claims in stated amounts, or in estimated amounts if 
the amounts are not

[[Page 259]]

susceptible of exact statement by the Contractor.
    (2) Claims, together with reasonable incidental expenses, based upon 
the liabilities of the Contractor to third parties arising out of 
performing this contract, that are not known to the Contractor on the 
date of the execution of the release, and of which the Contractor gives 
notice in writing to the Contracting Officer not more than 6 years after 
the date of the release or the date of any notice to the Contractor that 
the Government is prepared to make final payment, whichever is earlier.
    (3) Claims for reimbursement of costs (other than expenses of the 
Contractor by reason of its indemnification of the Government against 
patent liability), including reasonable incidental expenses, incurred by 
the Contractor under the terms of this contract relating to patents.
    (h) Interim payments on contracts for other than services. (1) 
Interim payments made prior to the final payment under the contract are 
contract financing payments. Contract financing payments are not subject 
to the interest penalty provisions of the Prompt Payment Act.
    (2) The designated payment office will make interim payments for 
contract financing on the ---------- [Contracting Officer insert day as 
prescribed by agency head; if not prescribed, insert ``30th''] day after 
the designated billing office receives a proper payment request. In the 
event that the Government requires an audit or other review of a 
specific payment request to ensure compliance with the terms and 
conditions of the contract, the designated payment office is not 
compelled to make payment by the specified due date.
    (i) Interim payments on contracts for services. For interim payments 
made prior to the final payment under this contract, the Government will 
make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) 
and prompt payment regulations at 5 CFR part 1315.

                             (End of Clause)

    Alternate I (FEB 2007). If a labor-hour contract is contemplated, 
the Contracting Officer shall add the following paragraph (j) to the 
basic clause:

    (j) The terms of this clause that govern reimbursement for materials 
furnished are considered to have been deleted.

[71 FR 74666, Dec. 12, 2006, as amended at 72 FR 6882, Feb. 13, 2007]



52.232-8  Discounts for Prompt Payment.

    As prescribed in 32.111(b)(1), insert the following clause:

                 Discounts for Prompt Payment (FEB 2002)

    (a) Discounts for prompt payment will not be considered in the 
evaluation of offers. However, any offered discount will form a part of 
the award, and will be taken if payment is made within the discount 
period indicated in the offer by the offeror. As an alternative to 
offering a discount for prompt payment in conjunction with the offer, 
offerors awarded contracts may include discounts for prompt payment on 
individual invoices.
    (b) In connection with any discount offered for prompt payment, time 
shall be computed from the date of the invoice. If the Contractor has 
not placed a date on the invoice, the due date shall be calculated from 
the date the designated billing office receives a proper invoice, 
provided the agency annotates such invoice with the date of receipt at 
the time of receipt. For the purpose of computing the discount earned, 
payment shall be considered to have been made on the date that appears 
on the payment check or, for an electronic funds transfer, the specified 
payment date. When the discount date falls on a Saturday, Sunday, or 
legal holiday when Federal Government offices are closed and Government 
business is not expected to be conducted, payment may be made on the 
following business day.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985; 
54 FR 13337, Mar. 31, 1989; 62 FR 12712, Mar. 17, 1997; 66 FR 65361, 
Dec. 18, 2001; 70 FR 43581, July 27, 2005]



52.232-9  Limitation on Withholding of Payments.

    As prescribed in 32.111(b)(2), insert a clause substantially as 
follows, appropriately modified with respect to payment due dates in 
accordance with agency regulations, in solicitations and contracts when 
a supply contract, service contract, time-and-materials contract, labor-
hour contract, or research and development contract is contemplated that 
includes two or more terms authorizing the temporary withholding of 
amounts otherwise payable to the contractor for supplies delivered or 
services performed:

            Limitation on Withholding of Payments (APR 1984)

    If more than one clause or Schedule term of this contract authorizes 
the temporary withholding of amounts otherwise payable to the Contractor 
for supplies delivered or services performed, the total of the amounts 
withheld at any one time shall not exceed

[[Page 260]]

the greatest amount that may be withheld under any one clause or 
Schedule term at that time; provided, that this limitation shall not 
apply to--
    (a) Withholdings pursuant to any clause relating to wages or hours 
of employees;
    (b) Withholdings not specifically provided for by this contract;
    (c) The recovery of overpayments; and
    (d) Any other withholding for which the Contracting Officer 
determines that this limitation is inappropriate.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 70 FR 43581, July 27, 2005]



52.232-10  Payments Under Fixed-Price Architect-Engineer Contracts.

    As prescribed in 32.111(c)(1), insert the following clause:

   Payments Under Fixed-Price Architect-Engineer Contracts (AUG 1987)

    (a) Estimates shall be made monthly of the amount and value of the 
work accomplished and services performed by the Contractor under this 
contract which meet standards of quality established under this 
contract. The estimates shall be prepared by the Contractor and 
accompanied by any supporting data required by the Contracting Officer.
    (b) Upon approval of the estimate by the Contracting Officer, 
payment upon properly executed vouchers shall be made to the Contractor, 
as soon as practicable, of 90 percent of the approved amount, less all 
previous payments; provided, that payment may be made in full during any 
months in which the Contracting Officer determines that performance has 
been satisfactory. Also, whenever the Contracting Officer determines 
that the work is substantially complete and that the amount retained is 
in excess of the amount adequate for the protection of the Government, 
the Contracting Officer may release the excess amount to the Contractor.
    (c) Upon satisfactory completion by the Contractor and acceptance by 
the Contracting Officer of the work done by the Contractor under the 
Statement of Architect-Engineer Services, the Contractor will be paid 
the unpaid balance of any money due for work under the statement, 
including retained percentages relating to this portion of the work. 
Upon satisfactory completion and final acceptance of the construction 
work, the Contractor shall be paid any unpaid balance of money due under 
this contract.
    (d) Before final payment under the contract, or before settlement 
upon termination of the contract, and as a condition precedent thereto, 
the Contractor shall execute and deliver to the Contracting Officer a 
release of all claims against the Government arising under or by virtue 
of this contract, other than any claims that are specifically excepted 
by the Contractor from the operation of the release in amounts stated in 
the release.
    (e) Notwithstanding any other provision in this contract, and 
specifically paragraph (b) of this clause, progress payments shall not 
exceed 80 percent on work accomplished on undefinitized contract 
actions. A contract action is any action resulting in a contract, as 
defined in FAR subpart 2.1, including contract modifications for 
additional supplies or services, but not including contract 
modifications that are within the scope and under the terms of the 
contract, such as contract modifications issued pursuant to the Changes 
clause, or funding and other administrative changes.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985; 
52 FR 30078, Aug. 12, 1987; 55 FR 38518, Sept. 18, 1990; 70 FR 43581, 
July 27, 2005]



52.232-11  Extras.

    As prescribed in 32.111(c)(2), insert the following clause, 
appropriately modified with respect to payment due dates in accordance 
with agency regulations, in solicitations and contracts when a fixed-
price supply contract, fixed-price service contract, or transportation 
contract is contemplated:

                            Extras (APR 1984)

    Except as otherwise provided in this contract, no payment for extras 
shall be made unless such extras and the price therefor have been 
authorized in writing by the Contracting Officer.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 70 FR 43581, July 27, 2005]



52.232-12  Advance Payments.

    As prescribed in 32.412(a), insert the following clause:

                       Advance Payments (MAY 2001)

    (a) Requirements for payment. Advance payments will be made under 
this contract (1) upon submission of properly certified invoices or 
vouchers by the Contractor, and approval by the administering office, --
---- [Insert the name of the office designated under agency procedures], 
or (2) under a letter of credit. The amount of the invoice or voucher 
submitted plus all advance payments previously approved shall not exceed 
$---- If a

[[Page 261]]

letter of credit is used, the Contractor shall withdraw cash only when 
needed for disbursements acceptable under this contract and report cash 
disbursements and balances as required by the administering office. The 
Contractor shall apply terms similar to this clause to any advance 
payments to subcontractors.
    (b) Special account. Until (1) the Contractor has liquidated all 
advance payments made under the contract and related interest charges 
and (2) the administering office has approved in writing the release of 
any funds due and payable to the Contractor, all advance payments and 
other payments under this contract shall be made by check payable to the 
Contractor marked for deposit only in the Contractor's special account 
with the -------- [insert the name of the financial institution]. None 
of the funds in the special account shall be mingled with other funds of 
the Contractor. Withdrawals from the special account may be made only by 
check of the Contractor countersigned by the Contracting Officer or a 
Government countersigning agent designated in writing by the Contracting 
Officer.
    (c) Use of funds. The Contractor may withdraw funds from the special 
account only to pay for properly allocable, allowable, and reasonable 
costs for direct materials, direct labor, and indirect costs. Other 
withdrawals require approval in writing by the administering office. 
Determinations of whether costs are properly allocable, allowable, and 
reasonable shall be in accordance with generally accepted accounting 
principles, subject to any applicable subparts of part 31 of the Federal 
Acquisition Regulation.
    (d) Repayment to the Government. At any time, the Contractor may 
repay all or any part of the funds advanced by the Government. Whenever 
requested in writing to do so by the administering office, the 
Contractor shall repay to the Government any part of unliquidated 
advance payments considered by the administering office to exceed the 
Contractor's current requirements or the amount specified in paragraph 
(a) above. If the Contractor fails to repay the amount requested by the 
administering office, all or any part of the unliquidated advance 
payments may be withdrawn from the special account by check signed by 
only the countersigning agent and applied to reduction of the 
unliquidated advance payments under this contract.
    (e) Maximum payment. When the sum of all unliquidated advance 
payments, unpaid interest charges, and other payments exceed -- percent 
of the contract price, the Government shall withhold further payments to 
the Contractor. On completion or termination of the contract, the 
Government shall deduct from the amount due to the Contractor all 
unliquidated advance payments and all interest charges payable. If 
previous payments to the Contractor exceed the amount due, the excess 
amount shall be paid to the Government on demand. For purposes of this 
paragraph, the contract price shall be considered to be the stated 
contract price of $----, less any subsequent price reductions under the 
contract, plus (1) any price increases resulting from any terms of this 
contract for price redetermination or escalation, and (2) any other 
price increases that do not, in the aggregate, exceed $---- [Insert an 
amount not higher than 10 percent of the stated contract amount inserted 
in this paragraph]. Any payments withheld under this paragraph shall be 
applied to reduce the unliquidated advance payments. If full liquidation 
has been made, payments under the contract shall resume.
    (f) Interest. (1) The Contractor shall pay interest to the 
Government on the daily unliquidated advance payments at the daily rate 
specified in subparagraph (f)(3) below. Interest shall be computed at 
the end of each calendar month for the actual number of days involved. 
For the purpose of computing the interest charge--
    (i) Advance payments shall be considered as increasing the 
unliquidated balance as of the date of the advance payment check;
    (ii) Repayments by Contractor check shall be considered as 
decreasing the unliquidated balance as of the date on which the check is 
received by the Government authority designated by the Contracting 
Officer; and
    (iii) Liquidations by deductions from Government payments to the 
Contractor shall be considered as decreasing the unliquidated balance as 
of the date of the check for the reduced payment.
    (2) Interest charges resulting from the monthly computation shall be 
deducted from payments, other than advance payments, due the Contractor. 
If the accrued interest exceeds the payment due, any excess interest 
shall be carried forward and deducted from subsequent payments. Interest 
carried forward shall not be compounded. Interest on advance payments 
shall cease to accrue upon satisfactory completion or termination of the 
contract for the convenience of the Government. The Contractor shall 
charge interest on advance payments to subcontractors in the manner 
described above and credit the interest to the Government. Interest need 
not be charged on advance payments to nonprofit educational or research 
subcontractors for experimental, developmental, or research work.
    (3) If interest is required under the contract, the Contracting 
Officer shall determine a daily interest rate based on the higher of (i) 
the published prime rate of the financial institution (depository) in 
which the special account is established or (ii) the rate established by 
the Secretary of the Treasury under Pub. L. 92-41 (50 U.S.C. App. 
1215(b)(2)). The Contracting Officer shall revise the

[[Page 262]]

daily interest rate during the contract period in keeping with any 
changes in the cited interest rates.
    (4) If the full amount of interest charged under this paragraph has 
not been paid by deduction or otherwise upon completion or termination 
of this contract, the Contractor shall pay the remaining interest to the 
Government on demand.
    (g) Financial institution agreement. Before an advance payment is 
made under this contract, the Contractor shall transmit to the 
administering office, in the form prescribed by the administering 
office, an agreement in triplicate from the financial institution in 
which the special account is established, clearly setting forth the 
special character of the account and the responsibilities of the 
financial institution under the account. The Contractor shall select a 
financial institution that is a member bank of the Federal Reserve 
System, an ``insured'' bank within the meaning of the Federal Deposit 
Insurance Corporation Act (12 U.S.C. 1811), or a credit union insured by 
the National Credit Union Administration.
    (h) Lien on Special Bank Account. The Government shall have a lien 
upon any balance in the special account paramount to all other liens. 
The Government lien shall secure the repayment of any advance payments 
made under this contract and any related interest charges.
    (i) Lien on property under contract. (1) All advance payments under 
this contract, together with interest charges, shall be secured, when 
made, by a lien in favor of the Government, paramount to all other 
liens, on the supplies or other things covered by this contract and on 
all material and other property acquired for or allocated to the 
performance of this contract, except to the extent that the Government 
by virtue of any other terms of this contract, or otherwise, shall have 
valid title to the supplies, materials, or other property as against 
other creditors of the Contractor.
    (2) The Contractor shall identify, by marking or segregation, all 
property that is subject to a lien in favor of the Government by virtue 
of any terms of this contract in such a way as to indicate that it is 
subject to a lien and that it has been acquired for or allocated to 
performing this contract. If, for any reason, the supplies, materials, 
or other property are not identified by marking or segregation, the 
Government shall be considered to have a lien to the extent of the 
Government's interest under this contract on any mass of property with 
which the supplies, materials, or other property are commingled. The 
Contractor shall maintain adequate accounting control over the property 
on its books and records.
    (3) If, at any time during the progress of the work on the contract, 
it becomes necessary to deliver to a third person any items or materials 
on which the Government has a lien, the Contractor shall notify the 
third person of the lien and shall obtain from the third person a 
receipt in duplicate acknowledging the existence of the lien. The 
Contractor shall provide a copy of each receipt to the Contracting 
Officer.
    (4) If, under the termination clause, the Contracting Officer 
authorizes the Contractor to sell or retain termination inventory, the 
approval shall constitute a release of the Government's lien to the 
extent that--
    (i) The termination inventory is sold or retained; and
    (ii) The sale proceeds or retention credits are applied to reduce 
any outstanding advance payments.
    (j) Insurance. (1) The Contractor shall maintain with responsible 
insurance carriers--
    (i) Insurance on plant and equipment against fire and other hazards, 
to the extent that similar properties are usually insured by others 
operating plants and properties of similar character in the same general 
locality;
    (ii) Adequate insurance against liability on account of damage to 
persons or property; and
    (iii) Adequate insurance under all applicable workers' compensation 
laws.
    (2) Until work under this contract has been completed and all 
advance payments made under the contract have been liquidated, the 
Contractor shall--
    (i) Maintain this insurance;
    (ii) Maintain adequate insurance on any materials, parts, 
assemblies, subassemblies, supplies, equipment, and other property 
acquired for or allocable to this contract and subject to the Government 
lien under paragraph (i) of this clause; and
    (iii) Furnish any evidence with respect to its insurance that the 
administering office may require.
    (k) Default. (1) If any of the following events occurs, the 
Government may, by written notice to the Contractor, withhold further 
withdrawals from the special account and further payments on this 
contract:
    (i) Termination of this contract for a fault of the Contractor.
    (ii) A finding by the administering office that the Contractor has 
failed to--
    (A) Observe any of the conditions of the advance payment terms;
    (B) Comply with any material term of this contract;
    (C) Make progress or maintain a financial condition adequate for 
performance of this contract;
    (D) Limit inventory allocated to this contract to reasonable 
requirements; or
    (E) Avoid delinquency in payment of taxes or of the costs of 
performing this contract in the ordinary course of business.

[[Page 263]]

    (iii) The appointment of a trustee, receiver, or liquidator for all 
or a substantial part of the Contractor's property, or the institution 
of proceedings by or against the Contractor for bankruptcy, 
reorganization, arrangement, or liquidation.
    (iv) The service of any writ of attachment, levy of execution, or 
commencement of garnishment proceedings concerning the special account.
    (v) The commission of an act of bankruptcy.
    (2) If any of the events described in subparagraph (1) above 
continue for 30 days after the written notice to the Contractor, the 
Government may take any of the following additional actions:
    (i) Withdraw by checks payable to the Treasurer of the United 
States, signed only by the countersigning agency, all or any part of the 
balance in the special account and apply the amounts to reduce 
outstanding advance payments and any other claims of the Government 
against the Contractor.
    (ii) Charge interest, in the manner prescribed in paragraph (f) 
above, on outstanding advance payments during the period of any event 
described in subparagraph (1) above.
    (iii) Demand immediate repayment by the Contractor of the 
unliquidated balance of advance payments.
    (iv) Take possession of and, with or without advertisement, sell at 
public or private sale all or any part of the property on which the 
Government has a lien under this contract and, after deducting any 
expenses incident to the sale, apply the net proceeds of the sale to 
reduce the unliquidated balance of advance payments or other Government 
claims against the Contractor.
    (3) The Government may take any of the actions described in 
subparagraphs (k) (1) and (2) of this clause it considers appropriate at 
its discretion and without limiting any other rights of the Government.
    (l) Prohibition against assignment. Notwithstanding any other terms 
of this contract, the Contractor shall not assign this contract, any 
interest therein, or any claim under the contract to any party.
    (m) Information and access to records. The Contractor shall furnish 
to the administering office (1) monthly or at other intervals as 
required, signed or certified balance sheets and profit and loss 
statements together with a report on the operation of the special 
account in the form prescribed by the administering office; and (2) if 
requested, other information concerning the operation of the 
Contractor's business. The Contractor shall provide the authorized 
Government representatives proper facilities for inspection of the 
Contractor's books, records, and accounts.
    (n) Other security. The terms of this contract are considered to 
provide adequate security to the Government for advance payments; 
however, if the administering office considers the security inadequate, 
the Contractor shall furnish additional security satisfactory to the 
administering office, to the extent that the security is available.
    (o) Representations. The Contractor represents the following:
    (1) The balance sheet, the profit and loss statement, and any other 
supporting financial statements furnished to the administering office 
fairly reflect the financial condition of the Contractor at the date 
shown or the period covered, and there has been no subsequent materially 
adverse change in the financial condition of the Contractor.
    (2) No litigation or proceedings are presently pending or threatened 
against the Contractor, except as shown in the financial statements.
    (3) The Contractor has disclosed all contingent liabilities, except 
for liability resulting from the renegotiation of defense production 
contracts, in the financial statements furnished to the administering 
office.
    (4) None of the terms in this clause conflict with the authority 
under which the Contractor is doing business or with the provision of 
any existing indenture or agreement of the Contractor.
    (5) The Contractor has the power to enter into this contract and 
accept advance payments, and has taken all necessary action to authorize 
the acceptance under the terms of this contract.
    (6) The assets of the Contractor are not subject to any lien or 
encumbrance of any character except for current taxes not delinquent, 
and except as shown in the financial statements furnished by the 
Contractor. There is no current assignment of claims under any contract 
affected by these advance payment provisions.
    (7) All information furnished by the Contractor to the administering 
office in connection with each request for advance payments is true and 
correct.
    (8) These representations shall be continuing and shall be 
considered to have been repeated by the submission of each invoice for 
advance payments.
    (p) Covenants. To the extent the Government considers it necessary 
while any advance payments made under this contract remain outstanding, 
the Contractor, without the prior written consent of the administering 
office, shall not--
    (1) Mortgage, pledge, or otherwise encumber or allow to be 
encumbered, any of the assets of the Contractor now owned or 
subsequently acquired, or permit any preexisting mortgages, liens, or 
other encumbrances to remain on or attach to any assets of the 
Contractor which are allocated to performing this contract and with 
respect to which the Government has a lien under this contract;

[[Page 264]]

    (2) Sell, assign, transfer, or otherwise dispose of accounts 
receivable, notes, or claims for money due or to become due;
    (3) Declare or pay any dividends, except dividends payable in stock 
of the corporation, or make any other distribution on account of any 
shares of its capital stock, or purchase, redeem, or otherwise acquire 
for value any of its stock, except as required by sinking fund or 
redemption arrangements reported to the administering office incident to 
the establishment of these advance payment provisions;
    (4) Sell, convey, or lease all or a substantial part of its assets;
    (5) Acquire for value the stock or other securities of any 
corporation, municipality, or governmental authority, except direct 
obligations of the United States;
    (6) Make any advance or loan or incur any liability as guarantor, 
surety, or accommodation endorser for any party;
    (7) Permit a writ of attachment or any similar process to be issued 
against its property without getting a release or bonding the property 
within 30 days after the entry of the writ of attachment or other 
process;
    (8) Pay any remuneration in any form to its directors, officers, or 
key employees higher than rates provided in existing agreements of which 
notice has been given to the administering office; accrue excess 
remuneration without first obtaining an agreement subordinating it to 
all claims of the Government; or employ any person at a rate of 
compensation over $---- a year;
    (9) Change substantially the management, ownership, or control of 
the corporation;
    (10) Merge or consolidate with any other firm or corporation, change 
the type of business, or engage in any transaction outside the ordinary 
course of the Contractor's business as presently conducted;
    (12) Create or incur indebtedness for advances, other than advances 
to be made under the terms of this contract, or for borrowings;
    (13) Make or covenant for capital expenditures exceeding $---- in 
total;
    (14) Permit its net current assets, computed in accordance with 
generally accepted accounting principles, to become less than $----; or
    (15) Make any payments on account of the obligations listed below, 
except in the manner and to the extent provided in this contract:

                     List the pertinent obligations

                             (End of clause)

    Alternate I (APR 1984). If the agency desires to waive the 
countersignature requirement because of the Contractor's financial 
strength, good performance record, and favorable experience concerning 
cost disallowances, add the following sentence, if appropriate, to 
paragraph (b) of the basic clause:

    However, for this contract, countersignature on behalf of the 
Government will not be required unless it is determined necessary by the 
administering office.

    Alternate II (MAY 2001). If used in a cost-reimbursement contract, 
substitute the following paragraphs (c) and (e), and subparagraphs 
(f)(1) and (f)(2) for paragraphs (c) and (e) and subparagraphs (f) (1) 
and (2) of the basic clause:

    (c) Use of funds. The Contractor shall withdraw funds from the 
special account only to pay for allowable costs as prescribed by the --
-- clause of this contract. Payment for any other types of expenses 
shall be approved in writing by the administering office.
    (e) Maximum payment. When the sum of all unliquidated advance 
payments, unpaid interest charges, and other payments equal the total 
estimated cost of $---- (not including fixed-fee, if any) for the work 
under this contract, the Government shall withhold further payments to 
the Contractor. Upon completion or termination of the contract, the 
Government shall deduct from the amount due to the Contractor all 
unliquidated advance payments and interest charges payable. The 
Contractor shall pay any deficiency to the Government upon demand. For 
purposes of this paragraph, the estimated cost shall be considered to be 
the stated estimated cost, less any subsequent reductions of the 
estimated cost, plus any increases in the estimated costs that do not, 
in the aggregate, exceed $---- [Insert an amount not higher than 10 
percent of the stated estimated cost inserted in this paragraph.] The 
estimated cost shall include, without limitation, any reimbursable cost 
(as estimated by the Contracting Officer) incident to a termination for 
the convenience of the Government. Any payments withheld under this 
paragraph shall be applied to reduce the unliquidated advance payments. 
If full liquidation has been made, payments under the contract shall 
resume.
    (f) Interest. (1) The Contractor shall pay interest to the 
Government on the daily unliquidated advance payments at the daily rate 
specified in subparagraph (f)(3) below. Interest shall be computed at 
the end of each calendar month for the actual number of days involved. 
For the purpose of computing the interest charge, the following shall be 
observed:
    (i) Advance payments shall be considered as increasing the 
unliquidated balance as of the date of the advance payment check.
    (ii) Repayments by Contractor check shall be considered as 
decreasing the unliquidated

[[Page 265]]

balance as of the date on which the check is received by the Government 
authority designated by the Contracting Officer.
    (iii) Liquidations by deductions from payments to the Contractor 
shall be considered as decreasing the unliquidated balance as of the 
dates on which the Contractor presents to the Contracting Officer full 
and accurate data for the preparation of each voucher. Credits resulting 
from these deductions shall be made upon the approval of the 
reimbursement vouchers by the Disbursing Officer, based upon the 
Contracting Officer's certification of the applicable dates.
    (2) Interest charges resulting from the monthly computation shall be 
deducted from any payments on account of the fixed-fee due to the 
Contractor. If the accrued interest exceeds the payment due, any excess 
interest shall be carried forward and deducted from subsequent payments 
of the contract price or fixed-fee. Interest carried forward shall not 
be compounded. Interest on advance payments shall cease to accrue upon 
(i) satisfactory completion or (ii) termination of the contract for the 
convenience of the Government. The Contractor shall charge interest on 
advance payments to subcontractors in the manner described above and 
credit the interest to the Government. Interest need not be charged on 
advance payments to nonprofit educational or research subcontractors for 
experimental, developmental, or research work.

    Alternate III (APR 1984). If the agency considers a more rapid 
liquidation appropriate, add the following sentence as the first 
sentence of paragraph (e) of the basic clause with the appropriate 
percentage specified:

    To liquidate the principal amount of any advance payment made to the 
Contractor, there shall be deductions of -- percent from all payments 
made by the Government under the contracts involved.

    Alternate IV (APR 1984). If the agency provides advance payments 
under the contract at no interest to the prime contractor, add the 
following sentences as the beginning sentences of paragraph (f) of the 
clause:

    No interest shall be charged to the prime Contractor for advance 
payments except for interest charged during a period of default. The 
terms of this paragraph concerning interest charges for advance payments 
shall not apply to the prime Contractor.

    Alternate V (MAY 2001). If the requirement for a special account is 
eliminated in accordance with 32.409-3 (e) or (g), insert the clause set 
forth below instead of the basic clause.
    If this Alternate is used in combination with Alternate II, 
disregard the instructions concerning paragraph (c), Use of funds, in 
Alternate II; substitute paragraph (e), Maximum payment, in Alternate II 
for paragraph (d) below; and substitute paragraph (f), Interest, in 
Alternate II for paragraph (e) below and change the reference to 
paragraph (f)(3) in the first sentence of paragraph (f) of Alternate II 
to (e)(3).
    If this Alternate is used in combination with Alternate III, insert 
the additional sentence set forth in Alternate III as the first sentence 
of paragraph (d) of this Alternate.
    If this Alternate is used in combination with Alternate IV, insert 
the additional sentences set forth in Alternate IV as the beginning 
sentences of paragraph (e) of this Alternate.

           Advance Payments Without Special Account (MAY 2001)

    (a) Requirements for payment. Advance payments will be made under 
this contract (1) upon submission of properly certified invoices or 
vouchers by the contractor, and approval by the administering office, --
---------- [insert the name of the office designated under agency 
procedures], or (2) under a letter of credit. The amount of the invoice 
or voucher submitted plus all advance payments previously approved shall 
not exceed $------. If a letter of credit is used, the Contractor shall 
withdraw cash only when needed for disbursements acceptable under this 
contract and report cash disbursements and balances as required by the 
administering office. The Contractor shall apply terms similar to this 
clause to any advance payments to subcontractors.
    (b) Use of funds. The Contractor may use advance payment funds only 
to pay for properly allocable, allowable, and reasonable costs for 
direct materials, direct labor, and indirect costs. Determinations of 
whether costs are properly allocable, allowable, and reasonable shall be 
in accordance with generally accepted accounting principles, subject to 
any applicable subparts of part 31 of the Federal Acquisition 
Regulation.
    (c) Repayment to the Government. At any time, the Contractor may 
repay all or any part of the funds advanced by the Government. Whenever 
requested in writing to do so by the administering office, the 
Contractor shall repay to the Government any part of unliquidated 
advance payments considered by the administering office to exceed the 
Contractor's current requirements or the amount specified in paragraph 
(a) of this clause.

[[Page 266]]

    (d) Maximum payment. When the sum of all unliquidated advance 
payments, unpaid interest charges, and other payments exceed ---- 
percent of the contract price, the Government shall withhold further 
payments to the Contractor. On completion or termination of the 
contract, the Government shall deduct from the amount due to the 
Contractor all unliquidated advance payments and all interest charges 
payable. If previous payments to the Contractor exceed the amount due, 
the excess amount shall be paid to the Government on demand. For 
purposes of this paragraph, the contract price shall be considered to be 
the stated contract price of $------, less any subsequent price 
reductions under the contract, plus (1) any price increases resulting 
from any terms of this contract for price redetermination or escalation, 
and (2) any other price increases that do not, in the aggregate, exceed 
$------ [insert an amount not higher than 10 percent of the stated 
contract amount inserted in this paragraph]. Any payments withheld under 
this paragraph shall be applied to reduce the unliquidated advance 
payments. If full liquidation has been made, payments under the contract 
shall resume.
    (e) Interest. (1) The Contractor shall pay interest to the 
Government on the daily unliquidated advance payments at the daily rate 
in subparagraph (e)(3) of this clause. Interest shall be computed at the 
end of each calendar month for the actual number of days involved. For 
the purpose of computing the interest charge--
    (i) Advance payments shall be considered as increasing the 
unliquidated balance as of the date of the advance payment check;
    (ii) Repayments by Contractor check shall be considered as 
decreasing the unliquidated balance as of the date on which the check is 
received by the Government authority designated by the Contracting 
Officer; and
    (iii) Liquidations by deductions from Government payments to the 
Contractor shall be considered as decreasing the unliquidated balance as 
of the date of the check for the reduced payment.
    (2) Interest charges resulting from the monthly computation shall be 
deducted from payments, other than advance payments, due the Contractor. 
If the accrued interest exceeds the payment due, any excess interest 
shall be carried forward and deducted from subsequent payments. Interest 
carried forward shall not be compounded. Interest on advance payments 
shall cease to accrue upon satisfactory completion or termination of the 
contract for the convenience of the Government. The Contractor shall 
charge interest on advance payments to subcontractors in the manner 
described above and credit the interest to the Government. Interest need 
not be charged on advance payments to nonprofit educational or research 
subcontractors, for experimental, developmental, or research work.
    (3) If interest is required under the contract, the Contracting 
Officer shall determine a daily interest rate based on the rate 
established by the Secretary of the Treasury under Pub. L. 92-41 (50 
U.S.C. App., 1215(b)(2)). The Contracting Officer shall revise the daily 
interest rate during the contract period in keeping with any changes in 
the cited interest rate.
    (4) If the full amount of interest charged under this paragraph has 
not been paid by deduction or otherwise upon completion or termination 
of this contract, the Contractor shall pay the remaining interest to the 
Government on demand.
    (f) Lien on property under contract. (1) All advance payments under 
this contract, together with interest charges, shall be secured, when 
made, by a lien in favor of the Government, paramount to all other 
liens, on the supplies or other things covered by this contract and on 
all material and other property acquired for or allocated to the 
performance of this contract, except to the extent that the Government 
by virtue of any other terms of this contract, or otherwise, shall have 
valid title to the supplies, materials, or other property as against 
other creditors of the Contractor.
    (2) The Contractor shall identify, by marking or segregation, all 
property that is subject to a lien in favor of the Government by virtue 
of any terms of this contract in such a way as to indicate that it is 
subject to a lien and that it has been acquired for or allocated to 
performing this contract. If, for any reason, the supplies, materials, 
or other property are not identified by marking or segregation, the 
Government shall be considered to have a lien to the extent of the 
Government's interest under this contract on any mass of property with 
which the supplies, materials, or other property are commingled. The 
Contractor shall maintain adequate accounting control over the property 
on its books and records.
    (3) If, at any time during the progress of the work on the contract, 
it becomes necessary to deliver to a third person any items or materials 
on which the Government has a lien, the Contractor shall notify the 
third person of the lien and shall obtain from the third person a 
receipt in duplicate acknowledging the existence of the lien. The 
Contractor shall provide a copy of each receipt to the Contracting 
Officer.
    (4) If, under the termination clause, the Contracting Officer 
authorizes the contractor to sell or retain termination inventory, the 
approval shall constitute a release of the Government's lien to the 
extent that--
    (i) The termination inventory is sold or retained; and

[[Page 267]]

    (ii) The sale proceeds or retention credits are applied to reduce 
any outstanding advance payments.
    (g) Insurance. (1) The Contractor shall maintain with responsible 
insurance carriers--
    (i) Insurance on plant and equipment against fire and other hazards, 
to the extent that similar properties are usually insured by others 
operating plants and properties of similar character in the same general 
locality;
    (ii) Adequate insurance against liability on account of damage to 
persons or property; and
    (iii) Adequate insurance under all applicable workers' compensation 
laws.
    (2) Until work under this contract has been completed and all 
advance payments made under the contract have been liquidated, the 
Contractor shall--
    (i) Maintain this insurance;
    (ii) Maintain adequate insurance on any materials, parts, 
assemblies, subassemblies, supplies, equipment, and other property 
acquired for or allocable to this contract and subject to the Government 
lien under paragraph (f) of this clause; and
    (iii) Furnish any evidence with respect to its insurance that the 
administering office may require.
    (h) Default. (1) If any of the following events occur, the 
Government may, by written notice to the Contractor, withhold further 
payments on this contract:
    (i) Termination of this contract for a fault of the Contractor.
    (ii) A finding by the administering office that the Contractor has 
failed to--
    (A) Observe any of the conditions of the advance payment terms;
    (B) Comply with any material term of this contract;
    (C) Make progress or maintain a financial condition adequate for 
performance of this contract;
    (D) Limit inventory allocated to this contract to reasonable 
requirements; or
    (E) Avoid delinquency in payment of taxes or of the costs of 
performing this contract in the ordinary course of business.
    (iii) The appointment of a trustee, receiver, or liquidator for all 
or a substantial part of the Contractor's property, or the institution 
of proceedings by or against the Contractor for bankruptcy, 
reorganization, arrangement, or liquidation.
    (iv) The commission of an act of bankruptcy.
    (2) If any of the events described in subparagraph (h)(1) of this 
clause continue for 30 days after the written notice to the Contractor, 
the Government may take any of the following additional actions:
    (i) Charge interest, in the manner prescribed in paragraph (e) of 
this clause, on outstanding advance payments during the period of any 
event described in subparagraph (h)(1) of this clause.
    (ii) Demand immediate repayment by the Contractor of the 
unliquidated balance of advance payments.
    (iii) Take possession of and, with or without advertisement, sell at 
public or private sale all or any part of the property on which the 
Government has a lien under this contract and, after deducting any 
expenses incident to the sale, apply the net proceeds of the sale to 
reduce the unliquidated balance of advance payments or other Government 
claims against the Contractor.
    (3) The Government may take any of the actions described in 
subparagraphs (h)(1) and (h)(2) of this clause it considers appropriate 
at its discretion and without limiting any other rights of the 
Government.
    (i) Prohibition against assignment. Notwithstanding any other terms 
of this contract, the Contractor shall not assign this contract, any 
interest therein, or any claim under the contract to any party.
    (j) Information and access to records. The Contractor shall furnish 
to the administering office (1) monthly or at other intervals as 
required, signed or certified balance sheets and profit and loss 
statements, and, (2) if requested, other information concerning the 
operation of the contractor's business. The Contractor shall provide the 
authorized Government representatives proper facilities for inspection 
of the Contractor's books, records, and accounts.
    (k) Other security. The terms of this contract are considered to 
provide adequate security to the Government for advance payments; 
however, if the administering office considers the security inadequate, 
the Contractor shall furnish additional security satisfactory to the 
administering office, to the extent that the security is available.
    (l) Representations. The Contractor represents the following:
    (1) The balance sheet, the profit and loss statement, and any other 
supporting financial statements furnished to the administering office 
fairly reflect the financial condition of the Contractor at the date 
shown or the period covered, and there has been no subsequent materially 
adverse change in the financial condition of the Contractor.
    (2) No litigation or proceedings are presently pending or threatened 
against the Contractor, except as shown in the financial statements.
    (3) The Contractor has disclosed all contingent liabilities, except 
for liability resulting from the renegotiation of defense production 
contracts, in the financial statements furnished to the administering 
office.

[[Page 268]]

    (4) None of the terms in this clause conflict with the authority 
under which the Contractor is doing business or with the provision of 
any existing indenture or agreement of the Contractor.
    (5) The Contractor has the power to enter into this contract and 
accept advance payments, and has takken all necessary action to 
authorize the acceptance under the terms of this contract.
    (6) The assets of the Contractor are not subject to any lien or 
encumbrance of any character except for current taxes not delinquent, 
and except as shown in the financial statements furnished by the 
Contractor. There is no current assignment of claims under any contract 
affected by these advance payment provisions.
    (7) All information furnished by the Contractor to the administering 
office in connection with each request for advance payments is true and 
correct.
    (8) These representations shall be continuing and shall be 
considered to have been repeated by the submission of each invoice for 
advance payments.
    (m) Covenants. To the extent the Government considers it necessary 
while any advance payments made under this contract remain outstanding, 
the Contractor, without the prior written consent of the administering 
office, shall not--
    (1) Mortgage, pledge, or otherwise encumber or allow to be 
encumbered, any of the assets of the Contractor now owned or 
subsequently acquired, or permit any preexisting mortgages, liens, or 
other encumbrances to remain on or attach to any assets of the 
Contractor which are allocated to performing this contract and with 
respect to which the Government has a lien under this contract;
    (2) Sell, assign, transfer, or otherwise dispose of accounts 
receivable, notes, or claims for money due or to become due;
    (3) Declare or pay any dividends, except dividends payable in stock 
of the corporation, or make any other distribution on account of any 
shares of its capital stock, or purchase, redeem, or otherwise acquire 
for value any of its stock, except as required by sinking fund or 
redemption arrangements reported to the administering office incident to 
the establishment of these advance payment provisions;
    (4) Sell, convey, or lease all or a substantial part of its assets;
    (5) Acquire for value the stock or other securities of any 
corporation, municipality, or Governmental authority, except direct 
obligations of the United States;
    (6) Make any advance or loan or incur any liability as guarantor, 
surety, or accommodation endorser for any party;
    (7) Permit a writ of attachment or any similar process to be issued 
against its property without getting a release or bonding the property 
within 30 days after the entry of the writ of attachment or other 
process;
    (8) Pay any remuneration in any form to its directors, officers, or 
key employees higher than rates provided in existing agreements of which 
notice has been given to the administering office; accure excess 
remuneration without first obtaining an agreement subordinating it to 
all claims of the Government; or employ any person at a rate of 
compensation over ------ a year.
    (9) Change substantially the management, ownership, or control of 
the corporation;
    (10) Merge or consolidate with any other firm or corporation, change 
the type of business, or engage in any transaction outside the ordinary 
course of the Contractor's business as presently conducted;
    (11) Deposit any of its funds except in a bank or trust company 
insured by the Federal Deposit Insurance Corporation or a credit union 
insured by the National Credit Union Administration;
    (12) Create or incur indebtedness for advances, other than advances 
to be made under the terms of this contract, or for borrowings;
    (13) Make or covenant for capital expenditures exceeding $------ in 
total;
    (14) Permit its net current assets, computed in accordance with 
generally accepted accounting principles, to become less than ------; or
    (15) Make any payments on account of the obligations listed below, 
except in the manner and to the extent provided in this contract:

                    [List the pertinent obligations]

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 25532, June 21, 1990; 
64 FR 10534, Mar. 4, 1999; 66 FR 2138, Jan. 10, 2001]



52.232-13  Notice of Progress Payments.

    As prescribed in 32.502-3(a), insert the following provision in 
invitations for bids and requests for proposals that include a Progress 
Payments clause:

                 Notice of Progress Payments (APR 1984)

    The need for customary progress payments conforming to the 
regulations in subpart 32.5 of the Federal Acquisition Regulation (FAR) 
will not be considered as a handicap or adverse factor in the award of 
the contract. The Progress Payments clause included in this solicitation 
will be included in any resulting contract, modified or altered if 
necessary in accordance with subsection 52.232-16 and its Alternate I of 
the FAR. Even though the clause is included in the contract, the clause 
shall be inoperative during any time the contractor's accounting system

[[Page 269]]

and controls are determined by the Government to be inadequate for 
segregation and accumulation of contract costs.

                           (End of provision)



52.232-14  Notice of Availability of Progress Payments Exclusively for Small 

Business Concerns.

    As prescribed in 32.502-3(b)(2), insert the following provision in 
invitations for bids if it is anticipated that (a) both small business 
concerns and others may submit bids in response to the same invitation 
and (b) only the small business bidders would need progress payments:

   Notice of Availability of Progress Payments Exclusively for Small 
                      Business Concerns (APR 1984)

    The Progress Payments clause will be available only to small 
business concerns. Any bid conditioned upon inclusion of a progress 
payment clause in the resulting contract will be rejected as 
nonresponsive if the bidder is not a small business concern.

                           (End of provision)



52.232-15  Progress Payments Not Included.

    As prescribed in 32.502-3(c), insert the following provision in 
invitations for bids if the solicitation will not contain one of the 
provisions prescribed in 32.502-3 (a) and (b):

                Progress Payments Not Included (APR 1984)

    A progress payments clause is not included in this solicitation, and 
will not be added to the resulting contract at the time of award. Bids 
conditioned upon inclusion of a progress payment clause in the resulting 
contract will be rejected as nonresponsive.

                           (End of provision)



52.232-16  Progress Payments.

    As prescribed in 32.502-4(a), insert the following clause:

                      Progress Payments (JUL 2009)

    The Government will make progress payments to the Contractor when 
requested as work progresses, but not more frequently than monthly, in 
amounts of $2,500 or more approved by the Contracting Officer, under the 
following conditions:
    (a) Computation of amounts. (1) Unless the Contractor requests a 
smaller amount, the Government will compute each progress payment as 80 
percent of the Contractor's total costs incurred under this contract 
whether or not actually paid, plus financing payments to subcontractors 
(see paragraph (j) of this clause), less the sum of all previous 
progress payments made by the Government under this contract. The 
Contracting Officer will consider cost of money that would be allowable 
under FAR 31.205-10 as an incurred cost for progress payment purposes.
    (2) The amount of financing and other payments for supplies and 
services purchased directly for the contract are limited to the amounts 
that have been paid by cash, check, or other forms of payment, or that 
are determined due and will be paid to subcontractors--
    (i) In accordance with the terms and conditions of a subcontract or 
invoice; and
    (ii) Ordinarily within 30 days of the submission of the Contractor's 
payment request to the Government.
    (3) The Government will exclude accrued costs of Contractor 
contributions under employee pension plans until actually paid unless--
    (i) The Contractor's practice is to make contributions to the 
retirement fund quarterly or more frequently; and
    (ii) The contribution does not remain unpaid 30 days after the end 
of the applicable quarter or shorter payment period (any contribution 
remaining unpaid shall be excluded from the Contractor's total costs for 
progress payments until paid).
    (4) The Contractor shall not include the following in total costs 
for progress payment purposes in paragraph (a)(1) of this clause:
    (i) Costs that are not reasonable, allocable to this contract, and 
consistent with sound and generally accepted accounting principles and 
practices.
    (ii) Costs incurred by subcontractors or suppliers.
    (iii) Costs ordinarily capitalized and subject to depreciation or 
amortization except for the properly depreciated or amortized portion of 
such costs.
    (iv) Payments made or amounts payable to subcontractors or 
suppliers, except for--
    (A) Completed work, including partial deliveries, to which the 
Contractor has acquired title; and
    (B) Work under cost-reimbursement or time-and-material subcontracts 
to which the Contractor has acquired title.
    (5) The amount of unliquidated progress payments may exceed neither 
(i) the progress payments made against incomplete work (including 
allowable unliquidated progress payments to subcontractors) nor (ii) the 
value, for progress payment purposes, of the incomplete work. Incomplete 
work shall be considered to be the supplies and services required by 
this contract, for which delivery and invoicing by the Contractor and 
acceptance by the Government are incomplete.

[[Page 270]]

    (6) The total amount of progress payments shall not exceed 80 
percent of the total contract price.
    (7) If a progress payment or the unliquidated progress payments 
exceed the amounts permitted by subparagraphs (a)(4) or (a)(5) above, 
the Contractor shall repay the amount of such excess to the Government 
on demand.
    (8) Notwithstanding any other terms of the contract, the Contractor 
agrees not to request progress payments in dollar amounts of less than 
$2,500. The Contracting Officer may make exceptions.
    (9) The costs applicable to items delivered, invoiced, and accepted 
shall not include costs in excess of the contract price of the items.
    (b) Liquidation. Except as provided in the Termination for 
Convenience of the Government clause, all progress payments shall be 
liquidated by deducting from any payment under this contract, other than 
advance or progress payments, the unliquidated progress payments, or 80 
percent of the amount invoiced, whichever is less. The Contractor shall 
repay to the Government any amounts required by a retroactive price 
reduction, after computing liquidations and payments on past invoices at 
the reduced prices and adjusting the unliquidated progress payments 
accordingly. The Government reserves the right to unilaterally change 
from the ordinary liquidation rate to an alternate rate when deemed 
appropriate for proper contract financing.
    (c) Reduction or suspension. The Contracting Officer may reduce or 
suspend progress payments, increase the rate of liquidation, or take a 
combination of these actions, after finding on substantial evidence any 
of the following conditions:
    (1) The Contractor failed to comply with any material requirement of 
this contract (which includes paragraphs (f) and (g) below).
    (2) Performance of this contract is endangered by the Contractor's 
(i) failure to make progress or (ii) unsatisfactory financial condition.
    (3) Inventory allocated to this contract substantially exceeds 
reasonable requirements.
    (4) The Contractor is delinquent in payment of the costs of 
performing this contract in the ordinary course of business.
    (5) The fair value of the undelivered work is less than the amount 
of unliquidated progress payments for that work.
    (6) The Contractor is realizing less profit than that reflected in 
the establishment of any alternate liquidation rate in paragraph (b) 
above, and that rate is less than the progress payment rate stated in 
subparagraph (a)(1) above.
    (d) Title. (1) Title to the property described in this paragraph (d) 
shall vest in the Government. Vestiture shall be immediately upon the 
date of this contract, for property acquired or produced before that 
date. Otherwise, vestiture shall occur when the property is or should 
have been allocable or properly chargeable to this contract.
    (2) Property, as used in this clause, includes all of the below-
described items acquired or produced by the Contractor that are or 
should be allocable or properly chargeable to this contract under sound 
and generally accepted accounting principles and practices.
    (i) Parts, materials, inventories, and work in process;
    (ii) Special tooling and special test equipment to which the 
Government is to acquire title under any other clause of this contract;
    (iii) Nondurable (i.e., noncapital) tools, jigs, dies, fixtures, 
molds, patterns, taps, gauges, test equipment, and other similar 
manufacturing aids, title to which would not be obtained as special 
tooling under subparagraph (ii) above; and
    (iv) Drawings and technical data, to the extent the Contractor or 
subcontractors are required to deliver them to the Government by other 
clauses of this contract.
    (3) Although title to property is in the Government under this 
clause, other applicable clauses of this contract, e.g., the termination 
or special tooling clauses, shall determine the handling and disposition 
of the property.
    (4) The Contractor may sell any scrap resulting from production 
under this contract without requesting the Contracting Officer's 
approval, but the proceeds shall be credited against the costs of 
performance.
    (5) To acquire for its own use or dispose of property to which title 
is vested in the Government under this clause, the Contractor must 
obtain the Contracting Officer's advance approval of the action and the 
terms. The Contractor shall (i) exclude the allocable costs of the 
property from the costs of contract performance, and (ii) repay to the 
Government any amount of unliquidated progress payments allocable to the 
property. Repayment may be by cash or credit memorandum.
    (6) When the Contractor completes all of the obligations under this 
contract, including liquidation of all progress payments, title shall 
vest in the Contractor for all property (or the proceeds thereof) not--
    (i) Delivered to, and accepted by, the Government under this 
contract; or
    (ii) Incorporated in supplies delivered to, and accepted by, the 
Government under this contract and to which title is vested in the 
Government under this clause.
    (7) The terms of this contract concerning liability for Government-
furnished property shall not apply to property to which the Government 
acquired title solely under this clause.
    (e) Risk of loss. Before delivery to and acceptance by the 
Government, the Contractor

[[Page 271]]

shall bear the risk of loss for property, the title to which vests in 
the Government under this clause, except to the extent the Government 
expressly assumes the risk. The Contractor shall repay the Government an 
amount equal to the unliquidated progress payments that are based on 
costs allocable to property that is damaged, lost, stolen, or destroyed.
    (f) Control of costs and property. The Contractor shall maintain an 
accounting system and controls adequate for the proper administration of 
this clause.
    (g) Reports, forms, and access to records. (1) The Contractor shall 
promptly furnish reports, certificates, financial statements, and other 
pertinent information (including estimates to complete) reasonably 
requested by the Contracting Officer for the administration of this 
clause. Also, the Contractor shall give the Government reasonable 
opportunity to examine and verify the Contractor's books, records, and 
accounts.
    (2) The Contractor shall furnish estimates to complete that have 
been developed or updated within six months of the date of the progress 
payment request. The estimates to complete shall represent the 
Contractor's best estimate of total costs to complete all remaining 
contract work required under the contract. The estimates shall include 
sufficient detail to permit Government verification.
    (3) Each Contractor request for progress payment shall:
    (i) Be submitted on Standard Form 1443, Contractor's Request for 
Progress Payment, or the electronic equivalent as required by agency 
regulations, in accordance with the form instructions and the contract 
terms; and
    (ii) Include any additional supporting documentation requested by 
the Contracting Officer.
    (h) Special terms regarding default. If this contract is terminated 
under the Default clause, (i) the Contractor shall, on demand, repay to 
the Government the amount of unliquidated progress payments and (ii) 
title shall vest in the Contractor, on full liquidation of progress 
payments, for all property for which the Government elects not to 
require delivery under the Default clause. The Government shall be 
liable for no payment except as provided by the Default clause.
    (i) Reservations of rights. (1) No payment or vesting of title under 
this clause shall (i) excuse the Contractor from performance of 
obligations under this contract or (ii) constitute a waiver of any of 
the rights or remedies of the parties under the contract.
    (2) The Government's rights and remedies under this clause (i) shall 
not be exclusive but rather shall be in addition to any other rights and 
remedies provided by law or this contract and (ii) shall not be affected 
by delayed, partial, or omitted exercise of any right, remedy, power, or 
privilege, nor shall such exercise or any single exercise preclude or 
impair any further exercise under this clause or the exercise of any 
other right, power, or privilege of the Government.
    (j) Financing payments to subcontractors. The financing payments to 
subcontractors mentioned in paragraphs (a)(1) and (a)(2) of this clause 
shall be all financing payments to subcontractors or divisions, if the 
following conditions are met:
    (1) The amounts included are limited to--
    (i) The unliquidated remainder of financing payments made; plus
    (ii) Any unpaid subcontractor requests for financing payments.
    (2) The subcontract or interdivisional order is expected to involve 
a minimum of approximately 6 months between the beginning of work and 
the first delivery; or, if the subcontractor is a small business 
concern, 4 months.
    (3) If the financing payments are in the form of progress payments, 
the terms of the subcontract or interdivisional order concerning 
progress payments--
    (i) Are substantially similar to the terms of this clause for any 
subcontractor that is a large business concern, or this clause with its 
Alternate I for any subcontractor that is a small business concern;
    (ii) Are at least as favorable to the Government as the terms of 
this clause;
    (iii) Are not more favorable to the subcontractor or division than 
the terms of this clause are to the Contractor;
    (iv) Are in conformance with the requirements of FAR 32.504(e); and
    (v) Subordinate all subcontractor rights concerning property to 
which the Government has title under the subcontract to the Government's 
right to require delivery of the property to the Government if--
    (A) The Contractor defaults; or
    (B) The subcontractor becomes bankrupt or insolvent.
    (4) If the financing payments are in the form of performance-based 
payments, the terms of the subcontract or interdivisional order 
concerning payments--
    (i) Are substantially similar to the Performance-Based Payments 
clause at FAR 52.232-32 and meet the criteria for, and definition of, 
performance-based payments in FAR Part 32;
    (ii) Are in conformance with the requirements of FAR 32.504(f); and
    (iii) Subordinate all subcontractor rights concerning property to 
which the Government has title under the subcontract to the Government's 
right to require delivery of the property to the Government if--
    (A) The Contractor defaults; or
    (B) The subcontractor becomes bankrupt or insolvent.

[[Page 272]]

    (5) If the financing payments are in the form of commercial item 
financing payments, the terms of the subcontract or interdivisional 
order concerning payments--
    (i) Are constructed in accordance with FAR 32.206(c) and included in 
a subcontract for a commercial item purchase that meets the definition 
and standards for acquisition of commercial items in FAR Parts 2 and 12;
    (ii) Are in conformance with the requirements of FAR 32.504(g); and
    (iii) Subordinate all subcontractor rights concerning property to 
which the Government has title under the subcontract to the Government's 
right to require delivery of the property to the Government if--
    (A) The Contractor defaults; or
    (B) The subcontractor becomes bankrupt or insolvent.
    (6) If financing is in the form of progress payments, the progress 
payment rate in the subcontract is the customary rate used by the 
contracting agency, depending on whether the subcontractor is or is not 
a small business concern.
    (7) Concerning any proceeds received by the Government for property 
to which title has vested in the Government under the subcontract terms, 
the parties agree that the proceeds shall be applied to reducing any 
unliquidated financing payments by the Government to the Contractor 
under this contract.
    (8) If no unliquidated financing payments to the Contractor remain, 
but there are unliquidated financing payments that the Contractor has 
made to any subcontractor, the Contractor shall be subrogated to all the 
rights the Government obtained through the terms required by this clause 
to be in any subcontract, as if all such rights had been assigned and 
transferred to the Contractor.
    (9) To facilitate small business participation in subcontracting 
under this contract, the Contractor shall provide financing payments to 
small business concerns, in conformity with the standards for customary 
contract financing payments stated in FAR 32.113. The Contractor shall 
not consider the need for such financing payments as a handicap or 
adverse factor in the award of subcontracts.
    (k) Limitations on undefinitized contract actions. Notwithstanding 
any other progress payment provisions in this contract, progress 
payments may not exceed 80 percent of costs incurred on work 
accomplished under undefinitized contract actions. A contract action is 
any action resulting in a contract, as defined in subpart 2.1, including 
contract modifications for additional supplies or services, but not 
including contract modifications that are within the scope and under the 
terms of the contract, such as contract modifications issued pursuant to 
the Changes clause, or funding and other administrative changes. This 
limitation shall apply to the costs incurred, as computed in accordance 
with paragraph (a) of this clause, and shall remain in effect until the 
contract action is definitized. Costs incurred which are subject to this 
limitation shall be segregated on Contractor progress payment requests 
and invoices from those costs eligible for higher progress payment 
rates. For purposes of progress payment liquidation, as described in 
paragraph (b) of this clause, progress payments for undefinitized 
contract actions shall be liquidated at 80 percent of the amount 
invoiced for work performed under the undefinitized contract action as 
long as the contract action remains undefinitized. The amount of 
unliquidated progress payments for undefinitized contract actions shall 
not exceed 80 percent of the maximum liability of the Government under 
the undefinitized contract action or such lower limit specified 
elsewhere in the contract. Separate limits may be specified for separate 
actions.
    (l) Due date. The designated payment office will make progress 
payments on the -------- [Contracting Officer insert date as prescribed 
by agency head; if not prescribed, insert ``30th''] day after the 
designated billing office receives a proper progress payment request. In 
the event that the Government requires an audit or other review of a 
specific progress payment request to ensure compliance with the terms 
and conditions of the contract, the designated payment office is not 
compelled to make payment by the specified due date. Progress payments 
are considered contract financing and are not subject to the interest 
penalty provisions of the Prompt Payment Act.
    (m) Progress payments under indefinite--delivery contracts. The 
Contractor shall account for and submit progress payment requests under 
individual orders as if the order constituted a separate contract, 
unless otherwise specified in this contract.

                             (End of clause)

    Alternate I (MAR 2000). If the contract is with a small business 
concern, change each mention of the progress payment and liquidation 
rates excepting paragraph (k) to the customary rate of 85 percent for 
small business concerns (see FAR 32.501-1).
    Alternate II (APR 2003). If the contract is a letter contract, add 
paragraphs (n) and (o). The amount specified in paragraph (o) shall not 
exceed 80 percent of the maximum liability of the Government under the 
letter contract. The contracting officer may specify separate limits for 
separate parts of the work.


[[Page 273]]


    (n) The Contracting Officer will liquidate progress payments made 
under this letter contract, unless previously liquidated under paragraph 
(b) of this clause, using the following procedures:
    (1) If this letter contract is superseded by a definitive contract, 
unliquidated progress payments made under this letter contract shall be 
liquidated by deducting the amount from the first progress or other 
payments made under the definitive contract.
    (2) If this letter contract is not superseded by a definitive 
contract calling for the furnishing of all or part of the articles or 
services covered under the letter contract, unliquidated progress 
payments made under the letter contract shall be liquidated by deduction 
from the amount payable under the Termination clause.
    (3) If this letter contract is partly terminated and partly 
superseded by a contract, the Government will allocate the unliquidated 
progress payments to the terminated and unterminated portions as the 
Government deems equitable, and will liquidate each portion under the 
relevant procedure in paragraphs (n)(1) and (n)(2) of this clause.
    (4) If the method of liquidating progress payments provided in this 
clause does not result in full liquidation, the Contractor shall 
immediately pay the unliquidated balance to the Government on demand.
    (o) The amount of unliquidated progress payments shall not exceed --
------ [Contracting Officer specify dollar amount].

    Alternate III (APR 2003). As prescribed in 32.502-4(d), add the 
following paragraph (n) to the basic clause. If Alternate II is also 
being used, redesignate the following paragraph as paragraph (p):

    (n) The provisions of this clause will not be applicable to 
individual orders at or below the simplified acquisition threshold.

[48 FR 42478, Sept. 19, 1983, as amended at 52 FR 30078, Aug. 12, 1987; 
55 FR 40392, Oct. 3, 1990; 56 FR 29138, June 25, 1991; 65 FR 16284, Mar. 
27, 2000; 66 FR 65361, Dec. 18, 2001; 67 FR 56126, Aug. 30, 2002; 67 FR 
70521, Nov. 22, 2002; 68 FR 13208, Mar. 18, 2003; 72 FR 46363, Aug. 17, 
2007; 74 FR 28431, June 15, 2009]



52.232-17  Interest.

    As prescribed in 32.611(a) and (b), insert the following clause:
    INTEREST (OCT 2008)
    (a) Except as otherwise provided in this contract under a Price 
Reduction for Defective Cost or Pricing Data clause or a Cost Accounting 
Standards clause, all amounts that become payable by the Contractor to 
the Government under this contract shall bear simple interest from the 
date due until paid unless paid within 30 days of becoming due. The 
interest rate shall be the interest rate established by the Secretary of 
the Treasury as provided in Section 611 of the Contract Disputes Act of 
1978 (Public Law 95-563), which is applicable to the period in which the 
amount becomes due, as provided in paragraph (e) of this clause, and 
then at the rate applicable for each six-month period as fixed by the 
Secretary until the amount is paid.
    (b) The Government may issue a demand for payment to the Contractor 
upon finding a debt is due under the contract.
    (c) Final Decisions. The Contracting Officer will issue a final 
decision as required by 33.211 if--
    (1) The Contracting Officer and the Contractor are unable to reach 
agreement on the existence or amount of a debt in a timely manner;
    (2) The Contractor fails to liquidate a debt previously demanded by 
the Contracting Officer within the timeline specified in the demand for 
payment unless the amounts were not repaid because the Contractor has 
requested an installment payment agreement; or
    (3) The Contractor requests a deferment of collection on a debt 
previously demanded by the Contracting Officer (see 32.607-2).
    (d) If a demand for payment was previously issued for the debt, the 
demand for payment included in the final decision shall identify the 
same due date as the original demand for payment.
    (e) Amounts shall be due at the earliest of the following dates:
    (1) The date fixed under this contract.
    (2) The date of the first written demand for payment, including any 
demand for payment resulting from a default termination.
    (f) The interest charge shall be computed for the actual number of 
calendar days involved beginning on the due date and ending on--
    (1) The date on which the designated office receives payment from 
the Contractor;
    (2) The date of issuance of a Government check to the Contractor 
from which an amount otherwise payable has been withheld as a credit 
against the contract debt; or
    (3) The date on which an amount withheld and applied to the contract 
debt would otherwise have become payable to the Contractor.
    (g) The interest charge made under this clause may be reduced under 
the procedures prescribed in 32.608-2 of the Federal Acquisition 
Regulation in effect on the date of this contract.

                             (End of clause)

[73 FR 54006, Sept. 17, 2008]

[[Page 274]]



52.232-18  Availability of Funds.

    As prescribed in 32.705-1(a), insert the following clause:

                    Availability of Funds (APR 1984)

    Funds are not presently available for this contract. The 
Government's obligation under this contract is contingent upon the 
availability of appropriated funds from which payment for contract 
purposes can be made. No legal liability on the part of the Government 
for any payment may arise until funds are made available to the 
Contracting Officer for this contract and until the Contractor receives 
notice of such availability, to be confirmed in writing by the 
Contracting Officer.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 67 FR 13054, Mar. 20, 2002]



52.232-19  Availability of Funds for the Next Fiscal Year.

    As prescribed in 32.705-1(b), insert the following clause in 
solicitations and contracts if a one-year indefinite-quantity or 
requirements contract for services is contemplated and the contract (a) 
is funded by annual appropriations and (b) is to extend beyond the 
initial fiscal year (see 32.703-2(b)):

        Availability of Funds for the Next Fiscal Year (APR 1984)

    Funds are not presently available for performance under this 
contract beyond ------. The Government's obligation for performance of 
this contract beyond that date is contingent upon the availability of 
appropriated funds from which payment for contract purposes can be made. 
No legal liability on the part of the Government for any payment may 
arise for performance under this contract beyond ------, until funds are 
made available to the Contracting Officer for performance and until the 
Contractor receives notice of availability, to be confirmed in writing 
by the Contracting Officer.

                             (End of clause)



52.232-20  Limitation of Cost.

    As prescribed in 32.705-2(a), insert the following clause in 
solicitations and contracts if a fully funded cost-reimbursement 
contract is contemplated, whether or not the contract provides for 
payment of a fee. The 60-day period may be varied from 30 to 90 days and 
the 75 percent from 75 to 85 percent. Task Order or other appropriate 
designation may be substituted for Schedule wherever that word appears 
in the clause.

                      Limitation of Cost (APR 1984)

    (a) The parties estimate that performance of this contract, 
exclusive of any fee, will not cost the Government more than (1) the 
estimated cost specified in the Schedule or, (2) if this is a cost-
sharing contract, the Government's share of the estimated cost specified 
in the Schedule. The Contractor agrees to use its best efforts to 
perform the work specified in the Schedule and all obligations under 
this contract within the estimated cost, which, if this is a cost-
sharing contract, includes both the Government's and the Contractor's 
share of the cost.
    (b) The Contractor shall notify the Contracting Officer in writing 
whenever it has reason to believe that--
    (1) The costs the Contractor expects to incur under this contract in 
the next 60 days, when added to all costs previously incurred, will 
exceed 75 percent of the estimated cost specified in the Schedule; or
    (2) The total cost for the performance of this contract, exclusive 
of any fee, will be either greater or substantially less than had been 
previously estimated.
    (c) As part of the notification, the Contractor shall provide the 
Contracting Officer a revised estimate of the total cost of performing 
this contract.
    (d) Except as required by other provisions of this contract, 
specifically citing and stated to be an exception to this clause--
    (1) The Government is not obligated to reimburse the Contractor for 
costs incurred in excess of (i) the estimated cost specified in the 
Schedule or, (ii) if this is a cost-sharing contract, the estimated cost 
to the Government specified in the Schedule; and
    (2) The Contractor is not obligated to continue performance under 
this contract (including actions under the Termination clause of this 
contract) or otherwise incur costs in excess of the estimated cost 
specified in the Schedule, until the Contracting Officer (i) notifies 
the Contractor in writing that the estimated cost has been increased and 
(ii) provides a revised estimated total cost of performing this 
contract. If this is a cost-sharing contract, the increase shall be 
allocated in accordance with the formula specified in the Schedule.
    (e) No notice, communication, or representation in any form other 
than that specified in subparagraph (d)(2) above, or from any person 
other than the Contracting Officer, shall affect this contract's 
estimated cost to the Government. In the absence of the specified 
notice, the Government is not obligated to reimburse the Contractor for 
any costs in excess of the estimated cost or, if this is a

[[Page 275]]

cost-sharing contract, for any costs in excess of the estimated cost to 
the Government specified in the Schedule, whether those excess costs 
were incurred during the course of the contract or as a result of 
termination.
    (f) If the estimated cost specified in the Schedule is increased, 
any costs the Contractor incurs before the increase that are in excess 
of the previously estimated cost shall be allowable to the same extent 
as if incurred afterward, unless the Contracting Officer issues a 
termination or other notice directing that the increase is solely to 
cover termination or other specified expenses.
    (g) Change orders shall not be considered an authorization to exceed 
the estimated cost to the Government specified in the Schedule, unless 
they contain a statement increasing the estimated cost.
    (h) If this contract is terminated or the estimated cost is not 
increased, the Government and the Contractor shall negotiate an 
equitable distribution of all property produced or purchased under the 
contract, based upon the share of costs incurred by each.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27389, May 15, 2007]



52.232-21  [Reserved]



52.232-22  Limitation of Funds.

    As prescribed in 32.705-2(b), insert the following clause in 
solicitations and contracts if an incrementally funded cost-
reimbursement contract is contemplated. The 60-day period may be varied 
from 30 to 90 days and the 75 percent from 75 to 85 percent. Task Order 
or other appropriate designation may be substituted for Schedule 
wherever that word appears in the clause.

                     Limitation of Funds (APR 1984)

    (a) The parties estimate that performance of this contract will not 
cost the Government more than (1) the estimated cost specified in the 
Schedule or, (2) if this is a cost-sharing contract, the Government's 
share of the estimated cost specified in the Schedule. The Contractor 
agrees to use its best efforts to perform the work specified in the 
Schedule and all obligations under this contract within the estimated 
cost, which, if this is a cost-sharing contract, includes both the 
Government's and the Contractor's share of the cost.
    (b) The Schedule specifies the amount presently available for 
payment by the Government and allotted to this contract, the items 
covered, the Government's share of the cost if this is a cost-sharing 
contract, and the period of performance it is estimated the allotted 
amount will cover. The parties contemplate that the Government will 
allot additional funds incrementally to the contract up to the full 
estimated cost to the Government specified in the Schedule, exclusive of 
any fee. The Contractor agrees to perform, or have performed, work on 
the contract up to the point at which the total amount paid and payable 
by the Government under the contract approximates but does not exceed 
the total amount actually allotted by the Government to the contract.
    (c) The Contractor shall notify the Contracting Officer in writing 
whenever it has reason to believe that the costs it expects to incur 
under this contract in the next 60 days, when added to all costs 
previously incurred, will exceed 75 percent of (1) the total amount so 
far allotted to the contract by the Government or, (2) if this is a 
cost-sharing contract, the amount then allotted to the contract by the 
Government plus the Contractor's corresponding share. The notice shall 
state the estimated amount of additional funds required to continue 
performance for the period specified in the Schedule.
    (d) Sixty days before the end of the period specified in the 
Schedule, the Contractor shall notify the Contracting Officer in writing 
of the estimated amount of additional funds, if any, required to 
continue timely performance under the contract or for any further period 
specified in the Schedule or otherwise agreed upon, and when the funds 
will be required.
    (e) If, after notification, additional funds are not allotted by the 
end of the period specified in the Schedule or another agreed-upon date, 
upon the Contractor's written request the Contracting Officer will 
terminate this contract on that date in accordance with the provisions 
of the Termination clause of this contract. If the Contractor estimates 
that the funds available will allow it to continue to discharge its 
obligations beyond that date, it may specify a later date in its 
request, and the Contracting Officer may terminate this contract on that 
later date.
    (f) Except as required by other provisions of this contract, 
specifically citing and stated to be an exception to this clause--
    (1) The Government is not obligated to reimburse the Contractor for 
costs incurred in excess of the total amount allotted by the Government 
to this contract; and
    (2) The Contractor is not obligated to continue performance under 
this contract (including actions under the Termination clause of this 
contract) or otherwise incur costs in excess of (i) the amount then 
allotted to the contract by the Government or, (ii) if this is a cost-
sharing contract, the amount then allotted by the Government to the 
contract plus the Contractor's corresponding share, until the 
Contracting Officer notifies the Contractor in writing that the amount 
allotted by the Government has

[[Page 276]]

been increased and specifies an increased amount, which shall then 
constitute the total amount allotted by the Government to this contract.
    (g) The estimated cost shall be increased to the extent that (1) the 
amount allotted by the Government or, (2) if this is a cost-sharing 
contract, the amount then allotted by the Government to the contract 
plus the Contractor's corresponding share, exceeds the estimated cost 
specified in the Schedule. If this is a cost-sharing contract, the 
increase shall be allocated in accordance with the formula specified in 
the Schedule.
    (h) No notice, communication, or representation in any form other 
than that specified in subparagraph (f)(2) above, or from any person 
other than the Contracting Officer, shall affect the amount allotted by 
the Government to this contract. In the absence of the specified notice, 
the Government is not obligated to reimburse the Contractor for any 
costs in excess of the total amount allotted by the Government to this 
contract, whether incurred during the course of the contract or as a 
result of termination.
    (i) When and to the extent that the amount allotted by the 
Government to the contract is increased, any costs the Contractor incurs 
before the increase that are in excess of (1) the amount previously 
allotted by the Government or, (2) if this is a cost-sharing contract, 
the amount previously allotted by the Government to the contract plus 
the Contractor's corresponding share, shall be allowable to the same 
extent as if incurred afterward, unless the Contracting Officer issues a 
termination or other notice and directs that the increase is solely to 
cover termination or other specified expenses.
    (j) Change orders shall not be considered an authorization to exceed 
the amount allotted by the Government specified in the Schedule, unless 
they contain a statement increasing the amount allotted.
    (k) Nothing in this clause shall affect the right of the Government 
to terminate this contract. If this contract is terminated, the 
Government and the Contractor shall negotiate an equitable distribution 
of all property produced or purchased under the contract, based upon the 
share of costs incurred by each.
    (l) If the Government does not allot sufficient funds to allow 
completion of the work, the Contractor is entitled to a percentage of 
the fee specified in the Schedule equalling the percentage of completion 
of the work contemplated by this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27389, May 15, 2007]



52.232-23  Assignment of Claims.

    As prescribed in 32.806(a)(1), insert the following clause:

                     Assignment of Claims (JAN 1986)

    (a) The Contractor, under the Assignment of Claims Act, as amended, 
31 U.S.C. 3727, 41 U.S.C. 15 (hereafter referred to as the Act), may 
assign its rights to be paid amounts due or to become due as a result of 
the performance of this contract to a bank, trust company, or other 
financing institution, including any Federal lending agency. The 
assignee under such an assignment may thereafter further assign or 
reassign its right under the original assignment to any type of 
financing institution described in the preceding sentence.
    (b) Any assignment or reassignment authorized under the Act and this 
clause shall cover all unpaid amounts payable under this contract, and 
shall not be made to more than one party, except that an assignment or 
reassignment may be made to one party as agent or trustee for two or 
more parties participating in the financing of this contract.
    (c) The Contractor shall not furnish or disclose to any assignee 
under this contract any classified document (including this contract) or 
information related to work under this contract until the Contracting 
Officer authorizes such action in writing.

                             (End of clause)

    Alternate I (APR 1984). If a no-setoff commitment is to be included 
in the contract (see 32.801 and 32.803(d)), add the following sentence 
at the end of paragraph (a) of the basic clause:

    Unless otherwise stated in this contract, payments to an assignee of 
any amounts due or to become due under this contract shall not, to the 
extent specified in the Act, be subject to reduction or setoff.

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 2667, Jan. 17, 1986]



52.232-24  Prohibition of Assignment of Claims.

    As prescribed in 32.806(b), insert the following clause:

             Prohibition of Assignment of Claims (JAN 1986)

    The assignment of claims under the Assignment of Claims Act of 1940, 
as amended, 31 U.S.C. 3727, 41 U.S.C. 15, is prohibited for this 
contract.

[[Page 277]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 2667, Jan. 17, 1986]



52.232-25  Prompt payment.

    As prescribed in 32.908(c), insert the following clause:

                       Prompt Payment (OCT. 2008)

    Notwithstanding any other payment clause in this contract, the 
Government will make invoice payments under the terms and conditions 
specified in this clause. The Government considers payment as being made 
on the day a check is dated or the date of an electronic funds transfer 
(EFT). Definitions of pertinent terms are set forth in sections 2.101, 
32.001, and 32.902 of the Federal Acquisition Regulation. All days 
referred to in this clause are calendar days, unless otherwise 
specified. (However, see paragraph (a)(4) of this clause concerning 
payments due on Saturdays, Sundays, and legal holidays.)
    (a) Invoice payments--(1) Due date. (i) Except as indicated in 
paragraphs (a)(2) and (c) of this clause, the due date for making 
invoice payments by the designated payment office is the later of the 
following two events:
    (A) The 30th day after the designated billing office receives a 
proper invoice from the Contractor (except as provided in paragraph 
(a)(1)(ii) of this clause).
    (B) The 30th day after Government acceptance of supplies delivered 
or services performed. For a final invoice, when the payment amount is 
subject to contract settlement actions, acceptance is deemed to occur on 
the effective date of the contract settlement.
    (ii) If the designated billing office fails to annotate the invoice 
with the actual date of receipt at the time of receipt, the invoice 
payment due date is the 30th day after the date of the Contractor's 
invoice, provided the designated billing office receives a proper 
invoice and there is no disagreement over quantity, quality, or 
Contractor compliance with contract requirements.
    (2) Certain food products and other payments. (i) Due dates on 
Contractor invoices for meat, meat food products, or fish; perishable 
agricultural commodities; and dairy products, edible fats or oils, and 
food products prepared from edible fats or oils are--
    (A) For meat or meat food products, as defined in section 2(a)(3) of 
the Packers and Stockyard Act of 1921 (7 U.S.C. 182(3)), and as further 
defined in Pub. L. 98-181, including any edible fresh or frozen poultry 
meat, any perishable poultry meat food product, fresh eggs, and any 
perishable egg product, as close as possible to, but not later than, the 
7th day after product delivery.
    (B) For fresh or frozen fish, as defined in section 204(3) of the 
Fish and Seafood Promotion Act of 1986 (16 U.S.C. 4003(3)), as close as 
possible to, but not later than, the 7th day after product delivery.
    (C) For perishable agricultural commodities, as defined in section 
1(4) of the Perishable Agricultural Commodities Act of 1930 (7 U.S.C. 
499a(4)), as close as possible to, but not later than, the 10th day 
after product delivery, unless another date is specified in the 
contract.
    (D) For dairy products, as defined in section 111(e) of the Dairy 
Production Stabilization Act of 1983 (7 U.S.C. 4502(e)), edible fats or 
oils, and food products prepared from edible fats or oils, as close as 
possible to, but not later than, the 10th day after the date on which a 
proper invoice has been received. Liquid milk, cheese, certain processed 
cheese products, butter, yogurt, ice cream, mayonnaise, salad dressings, 
and other similar products, fall within this classification. Nothing in 
the Act limits this classification to refrigerated products. When 
questions arise regarding the proper classification of a specific 
product, prevailing industry practices will be followed in specifying a 
contract payment due date. The burden of proof that a classification of 
a specific product is, in fact, prevailing industry practice is upon the 
Contractor making the representation.
    (ii) If the contract does not require submission of an invoice for 
payment (e.g., periodic lease payments), the due date will be as 
specified in the contract.
    (3) Contractor's invoice. The Contractor shall prepare and submit 
invoices to the designated billing office specified in the contract. A 
proper invoice must include the items listed in paragraphs (a)(3)(i) 
through (a)(3)(x) of this clause. If the invoice does not comply with 
these requirements, the designated billing office will return it within 
7 days after receipt (3 days for meat, meat food products, or fish; 5 
days for perishable agricultural commodities, dairy products, edible 
fats or oils, and food products prepared from edible fats or oils), with 
the reasons why it is not a proper invoice. The Government will take 
into account untimely notification when computing any interest penalty 
owed the Contractor.
    (i) Name and address of the Contractor.
    (ii) Invoice date and invoice number. (The Contractor should date 
invoices as close as possible to the date of the mailing or 
transmission.)
    (iii) Contract number or other authorization for supplies delivered 
or services performed (including order number and contract line item 
number).
    (iv) Description, quantity, unit of measure, unit price, and 
extended price of supplies delivered or services performed.
    (v) Shipping and payment terms (e.g., shipment number and date of 
shipment, discount

[[Page 278]]

for prompt payment terms). Bill of lading number and weight of shipment 
will be shown for shipments on Government bills of lading.
    (vi) Name and address of Contractor official to whom payment is to 
be sent (must be the same as that in the contract or in a proper notice 
of assignment).
    (vii) Name (where practicable), title, phone number, and mailing 
address of person to notify in the event of a defective invoice.
    (viii) Taxpayer Identification Number (TIN). The Contractor shall 
include its TIN on the invoice only if required elsewhere in this 
contract.
    (ix) Electronic funds transfer (EFT) banking information.
    (A) The Contractor shall include EFT banking information on the 
invoice only if required elsewhere in this contract.
    (B) If EFT banking information is not required to be on the invoice, 
in order for the invoice to be a proper invoice, the Contractor shall 
have submitted correct EFT banking information in accordance with the 
applicable solicitation provision (e.g., 52.232-38, Submission of 
Electronic Funds Transfer Information with Offer), contract clause 
(e.g., 52.232-33, Payment by Electronic Funds Transfer--Central 
Contractor Registration, or 52.232-34, Payment by Electronic Funds 
Transfer--Other Than Central Contractor Registration), or applicable 
agency procedures.
    (C) EFT banking information is not required if the Government waived 
the requirement to pay by EFT.
    (x) Any other information or documentation required by the contract 
(e.g., evidence of shipment).
    (4) Interest penalty. The designated payment office will pay an 
interest penalty automatically, without request from the Contractor, if 
payment is not made by the due date and the conditions listed in 
paragraphs (a)(4)(i) through (a)(4)(iii) of this clause are met, if 
applicable. However, when the due date falls on a Saturday, Sunday, or 
legal holiday, the designated payment office may make payment on the 
following working day without incurring a late payment interest penalty.
    (i) The designated billing office received a proper invoice.
    (ii) The Government processed a receiving report or other Government 
documentation authorizing payment, and there was no disagreement over 
quantity, quality, or Contractor compliance with any contract term or 
condition.
    (iii) In the case of a final invoice for any balance of funds due 
the Contractor for supplies delivered or services performed, the amount 
was not subject to further contract settlement actions between the 
Government and the Contractor.
    (5) Computing penalty amount. The Government will compute the 
interest penalty in accordance with the Office of Management and Budget 
prompt payment regulations at 5 CFR part 1315.
    (i) For the sole purpose of computing an interest penalty that might 
be due the Contractor, Government acceptance is deemed to occur 
constructively on the 7th day (unless otherwise specified in this 
contract) after the Contractor delivers the supplies or performs the 
services in accordance with the terms and conditions of the contract, 
unless there is a disagreement over quantity, quality, or Contractor 
compliance with a contract provision. If actual acceptance occurs within 
the constructive acceptance period, the Government will base the 
determination of an interest penalty on the actual date of acceptance. 
The constructive acceptance requirement does not, however, compel 
Government officials to accept supplies or services, perform contract 
administration functions, or make payment prior to fulfilling their 
responsibilities.
    (ii) The prompt payment regulations at 5 CFR 1315.10(c) do not 
require the Government to pay interest penalties if payment delays are 
due to disagreement between the Government and the Contractor over the 
payment amount or other issues involving contract compliance, or on 
amounts temporarily withheld or retained in accordance with the terms of 
the contract. The Government and the Contractor shall resolve claims 
involving disputes and any interest that may be payable in accordance 
with the clause at FAR 52.233-1, Disputes.
    (6) Discounts for prompt payment. The designated payment office will 
pay an interest penalty automatically, without request from the 
Contractor, if the Government takes a discount for prompt payment 
improperly. The Government will calculate the interest penalty in 
accordance with the prompt payment regulations at 5 CFR part 1315.
    (7) Additional interest penalty. (i) The designated payment office 
will pay a penalty amount, calculated in accordance with the prompt 
payment regulations at 5 CFR part 1315 in addition to the interest 
penalty amount only if--
    (A) The Government owes an interest penalty of $1 or more;
    (B) The designated payment office does not pay the interest penalty 
within 10 days after the date the invoice amount is paid; and
    (C) The Contractor makes a written demand to the designated payment 
office for additional penalty payment, in accordance with paragraph 
(a)(7)(ii) of this clause, postmarked not later than 40 days after the 
invoice amount is paid.

[[Page 279]]

    (ii)(A) The Contractor shall support written demands for additional 
penalty payments with the following data. The Government will not 
request any additional data. The Contractor shall--
    (1) Specifically assert that late payment interest is due under a 
specific invoice, and request payment of all overdue late payment 
interest penalty and such additional penalty as may be required;
    (2) Attach a copy of the invoice on which the unpaid late payment 
interest is due; and
    (3) State that payment of the principal has been received, including 
the date of receipt.
    (B) If there is no postmark or the postmark is illegible--
    (1) The designated payment office that receives the demand will 
annotate it with the date of receipt, provided the demand is received on 
or before the 40th day after payment was made; or
    (2) If the designated payment office fails to make the required 
annotation, the Government will determine the demand's validity based on 
the date the Contractor has placed on the demand, provided such date is 
no later than the 40th day after payment was made.
    (iii) The additional penalty does not apply to payments regulated by 
other Government regulations (e.g., payments under utility contracts 
subject to tariffs and regulation).
    (b) Contract financing payment. If this contract provides for 
contract financing, the Government will make contract financing payments 
in accordance with the applicable contract financing clause.
    (c) Fast payment procedure due dates. If this contract contains the 
clause at 52.213-1, Fast Payment Procedure, payments will be made within 
15 days after the date of receipt of the invoice.
    (d) Overpayments. If the Contractor becomes aware of a duplicate 
contract financing or invoice payment or that the Government has 
otherwise overpaid on a contract financing or invoice payment, the 
Contractor shall--
    (1) Remit the overpayment amount to the payment office cited in the 
contract along with a description of the overpayment including the--
    (i) Circumstances of the overpayment (e.g., duplicate payment, 
erroneous payment, liquidation errors, date(s) of overpayment);
    (ii) Affected contract number and delivery order number if 
applicable;
    (iii) Affected contract line item or subline item, if applicable; 
and
    (iv) Contractor point of contact.
    (2) Provide a copy of the remittance and supporting documentation to 
the Contracting Officer.

                             (End of clause)

    Alternate I (FEB 2002). As prescribed in 32.908(c)(3), add the 
following paragraph (e) to the basic clause:

    (e) Invoices for interim payments. For interim payments under this 
cost-reimbursement contract for services--
    (1) Paragraphs (a)(2), (a)(3), (a)(4)(ii), (a)(4)(iii), and 
(a)(5)(i) do not apply;
    (2) For purposes of computing late payment interest penalties that 
may apply, the due date for payment is the 30th day after the designated 
billing office receives a proper invoice; and
    (3) The contractor shall submit invoices for interim payments in 
accordance with paragraph (a) of FAR 52.216-7, Allowable Cost and 
Payment. If the invoice does not comply with contract requirements, it 
will be returned within 7 days after the date the designated billing 
office received the invoice.

[66 FR 65361, Dec. 18, 2001, as amended at 68 FR 56684, Oct. 1, 2003; 73 
FR 54006, Sept. 17, 2008]



52.232-26  Prompt payment for fixed-price architect-engineer contracts.

    As prescribed in 32.908(a), insert the following clause:

 Prompt Payment for Fixed-Price Architect-Engineer Contracts (OCT 2008)

    Notwithstanding any other payment terms in this contract, the 
Government will make invoice payments under the terms and conditions 
specified in this clause. The Government considers payment as being made 
on the day a check is dated or the date of an electronic funds transfer. 
Definitions of pertinent terms are set forth in sections 2.101, 32.001, 
and 32.902 of the Federal Acquisition Regulation. All days referred to 
in this clause are calendar days, unless otherwise specified. (However, 
see paragraph (a)(3) of this clause concerning payments due on 
Saturdays, Sundays, and legal holidays.)
    (a) Invoice payments--(1) Due date. The due date for making invoice 
payments is--
    (i) For work or services completed by the Contractor, the later of 
the following two events:
    (A) The 30th day after the designated billing office receives a 
proper invoice from the Contractor (except as provided in paragraph 
(a)(1)(iii) of this clause).
    (B) The 30th day after Government acceptance of the work or services 
completed by the Contractor. For a final invoice, when the payment 
amount is subject to contract settlement actions (e.g., release of 
claims), acceptance is deemed to occur on the effective date of the 
settlement.
    (ii) The due date for progress payments is the 30th day after 
Government approval of

[[Page 280]]

Contractor estimates of work or services accomplished.
    (iii) If the designated billing office fails to annotate the invoice 
or payment request with the actual date of receipt at the time of 
receipt, the payment due date is the 30th day after the date of the 
Contractor's invoice or payment request, provided the designated billing 
office receives a proper invoice or payment request and there is no 
disagreement over quantity, quality, or Contractor compliance with 
contract requirements.
    (2) Contractor's invoice. The Contractor shall prepare and submit 
invoices to the designated billing office specified in the contract. A 
proper invoice must include the items listed in paragraphs (a)(2)(i) 
through (a)(2)(x) of this clause. If the invoice does not comply with 
these requirements, the designated billing office will return it within 
7 days after receipt, with the reasons why it is not a proper invoice. 
When computing any interest penalty owed the Contractor, the Government 
will take into account if the Government notifies the Contractor of an 
improper invoice in an untimely manner.
    (i) Name and address of the Contractor.
    (ii) Invoice date and invoice number. (The Contractor should date 
invoices as close as possible to the date of mailing or transmission.)
    (iii) Contract number or other authorization for work or services 
performed (including order number and contract line item number).
    (iv) Description of work or services performed.
    (v) Delivery and payment terms (e.g., discount for prompt payment 
terms).
    (vi) Name and address of Contractor official to whom payment is to 
be sent (must be the same as that in the contract or in a proper notice 
of assignment).
    (vii) Name (where practicable), title, phone number, and mailing 
address of person to notify in the event of a defective invoice.
    (viii) Taxpayer Identification Number (TIN). The Contractor shall 
include its TIN on the invoice only if required elsewhere in this 
contract.
    (ix) Electronic funds transfer (EFT) banking information.
    (A) The Contractor shall include EFT banking information on the 
invoice only if required elsewhere in this contract.
    (B) If EFT banking information is not required to be on the invoice, 
in order for the invoice to be a proper invoice, the Contractor shall 
have submitted correct EFT banking information in accordance with the 
applicable solicitation provision (e.g., 52.232-38, Submission of 
Electronic Funds Transfer Information with Offer), contract clause 
(e.g., 52.232-33, Payment by Electronic Funds Transfer--Central 
Contractor Registration, or 52.232-34, Payment by Electronic Funds 
Transfer--Other Than Central Contractor Registration), or applicable 
agency procedures.
    (C) EFT banking information is not required if the Government waived 
the requirement to pay by EFT.
    (x) Any other information or documentation required by the contract.
    (3) Interest penalty. The designated payment office will pay an 
interest penalty automatically, without request from the Contractor, if 
payment is not made by the due date and the conditions listed in 
paragraphs (a)(3)(i) through (a)(3)(iii) of this clause are met, if 
applicable. However, when the due date falls on a Saturday, Sunday, or 
legal holiday, the designated payment office may make payment on the 
following working day without incurring a late payment interest penalty.
    (i) The designated billing office received a proper invoice.
    (ii) The Government processed a receiving report or other Government 
documentation authorizing payment and there was no disagreement over 
quantity, quality, Contractor compliance with any contract term or 
condition, or requested progress payment amount.
    (iii) In the case of a final invoice for any balance of funds due 
the Contractor for work or services performed, the amount was not 
subject to further contract settlement actions between the Government 
and the Contractor.
    (4) Computing penalty amount. The Government will compute the 
interest penalty in accordance with the Office of Management and Budget 
prompt payment regulations at 5 CFR part 1315.
    (i) For the sole purpose of computing an interest penalty that might 
be due the Contractor, Government acceptance or approval is deemed to 
occur constructively as shown in paragraphs (a)(4)(i)(A) and (B) of this 
clause. If actual acceptance or approval occurs within the constructive 
acceptance or approval period, the Government will base the 
determination of an interest penalty on the actual date of acceptance or 
approval. Constructive acceptance or constructive approval requirements 
do not apply if there is a disagreement over quantity, quality, 
Contractor compliance with a contract provision, or requested progress 
payment amounts. These requirements also do not compel Government 
officials to accept work or services, approve Contractor estimates, 
perform contract administration functions, or make payment prior to 
fulfilling their responsibilities.
    (A) For work or services completed by the Contractor, Government 
acceptance is deemed to occur constructively on the 7th day after the 
Contractor completes the work or services in accordance with the terms 
and conditions of the contract.

[[Page 281]]

    (B) For progress payments, Government approval is deemed to occur on 
the 7th day after the designated billing office receives the Contractor 
estimates.
    (ii) The prompt payment regulations at 5 CFR 1315.10(c) do not 
require the Government to pay interest penalties if payment delays are 
due to disagreement between the Government and the Contractor over the 
payment amount or other issues involving contract compliance, or on 
amounts temporarily withheld or retained in accordance with the terms of 
the contract. The Government and the Contractor shall resolve claims 
involving disputes, and any interest that may be payable in accordance 
with the clause at FAR 52.233-1, Disputes.
    (5) Discounts for prompt payment. The designated payment office will 
pay an interest penalty automatically, without request from the 
Contractor, if the Government takes a discount for prompt payment 
improperly. The Government will calculate the interest penalty in 
accordance with 5 CFR part 1315.
    (6) Additional interest penalty. (i) The designated payment office 
will pay a penalty amount, calculated in accordance with the prompt 
payment regulations at 5 CFR part 1315, in addition to the interest 
penalty amount only if--
    (A) The Government owes an interest penalty of $1 or more;
    (B) The designated payment office does not pay the interest penalty 
within 10 days after the date the invoice amount is paid; and
    (C) The contractor makes a written demand to the designated payment 
office for additional penalty payment, in accordance with paragraph 
(a)(6)(ii) of this clause, postmarked not later than 40 days after the 
date the invoice amount is paid.
    (ii)(A) The Contractor shall support written demands for additional 
penalty payments with the following data. The Government will not 
request any additional data. The Contractor shall--
    (1) Specifically assert that late payment interest is due under a 
specific invoice, and request payment of all overdue late payment 
interest penalty and such additional penalty as may be required;
    (2) Attach a copy of the invoice on which the unpaid late payment 
interest is due; and
    (3) State that payment of the principal has been received, including 
the date of receipt.
    (B) If there is no postmark or the postmark is illegible--
    (1) The designated payment office that receives the demand will 
annotate it with the date of receipt, provided the demand is received on 
or before the 40th day after payment was made; or
    (2) If the designated payment office fails to make the required 
annotation, the Government will determine the demand's validity based on 
the date the Contractor has placed on the demand, provided such date is 
no later than the 40th day after payment was made.
    (iii) The additional penalty does not apply to payments regulated by 
other Government regulations (e.g., payments under utility contracts 
subject to tariffs and regulation).
    (b) Contract financing payments. If this contract provides for 
contract financing, the Government will make contract financing payments 
in accordance with the applicable contract financing clause.
    (c) Overpayments. If the Contractor becomes aware of a duplicate 
contract financing or invoice payment or that the Government has 
otherwise overpaid on a contract financing or invoice payment, the 
Contractor shall--
    (1) Remit the overpayment amount to the payment office cited in the 
contract along with a description of the overpayment including the--
    (i) Circumstances of the overpayment (e.g., duplicate payment, 
erroneous payment, liquidation errors, date(s) of overpayment);
    (ii) Affected contract number and delivery order number if 
applicable;
    (iii) Affected contract line item or subline item, if applicable; 
and
    (iv) Contractor point of contact.
    (2) Provide a copy of the remittance and supporting documentation to 
the Contracting Officer.

                             (End of clause)

[66 FR 65363, Dec. 18, 2001, as amended at 68 FR 56684, Oct. 1, 2003; 73 
54007, Sept. 17, 2008]



52.232-27  Prompt payment for construction contracts.

    As prescribed in 32.908(b), insert the following clause:

          Prompt Payment for Construction Contracts (OCT 2008)

    Notwithstanding any other payment terms in this contract, the 
Government will make invoice payments under the terms and conditions 
specified in this clause. The Government considers payment as being made 
on the day a check is dated or the date of an electronic funds transfer. 
Definitions of pertinent terms are set forth in sections 2.101, 32.001, 
and 32.902 of the Federal Acquisition Regulation. All days referred to 
in this clause are calendar days, unless otherwise specified. (However, 
see paragraph (a)(3) concerning payments due on Saturdays, Sundays, and 
legal holidays.)
    (a) Invoice payments--(1) Types of invoice payments. For purposes of 
this clause, there are several types of invoice payments that may occur 
under this contract, as follows:
    (i) Progress payments, if provided for elsewhere in this contract, 
based on Contracting Officer approval of the estimated amount

[[Page 282]]

and value of work or services performed, including payments for reaching 
milestones in any project.
    (A) The due date for making such payments is 14 days after the 
designated billing office receives a proper payment request. If the 
designated billing office fails to annotate the payment request with the 
actual date of receipt at the time of receipt, the payment due date is 
the 14th day after the date of the Contractor's payment request, 
provided the designated billing office receives a proper payment request 
and there is no disagreement over quantity, quality, or Contractor 
compliance with contract requirements.
    (B) The due date for payment of any amounts retained by the 
Contracting Officer in accordance with the clause at 52.232-5, Payments 
Under Fixed-Price Construction Contracts, is as specified in the 
contract or, if not specified, 30 days after approval by the Contracting 
Officer for release to the Contractor.
    (ii) Final payments based on completion and acceptance of all work 
and presentation of release of all claims against the Government arising 
by virtue of the contract, and payments for partial deliveries that have 
been accepted by the Government (e.g., each separate building, public 
work, or other division of the contract for which the price is stated 
separately in the contract).
    (A) The due date for making such payments is the later of the 
following two events:
    (1) The 30th day after the designated billing office receives a 
proper invoice from the Contractor.
    (2) The 30th day after Government acceptance of the work or services 
completed by the Contractor. For a final invoice when the payment amount 
is subject to contract settlement actions (e.g., release of claims), 
acceptance is deemed to occur on the effective date of the contract 
settlement.
    (B) If the designated billing office fails to annotate the invoice 
with the date of actual receipt at the time of receipt, the invoice 
payment due date is the 30th day after the date of the Contractor's 
invoice, provided the designated billing office receives a proper 
invoice and there is no disagreement over quantity, quality, or 
Contractor compliance with contract requirements.
    (2) Contractor's invoice. The Contractor shall prepare and submit 
invoices to the designated billing office specified in the contract. A 
proper invoice must include the items listed in paragraphs (a)(2)(i) 
through (a)(2)(xi) of this clause. If the invoice does not comply with 
these requirements, the designated billing office must return it within 
7 days after receipt, with the reasons why it is not a proper invoice. 
When computing any interest penalty owed the Contractor, the Government 
will take into account if the Government notifies the Contractor of an 
improper invoice in an untimely manner.
    (i) Name and address of the Contractor.
    (ii) Invoice date and invoice number. (The Contractor should date 
invoices as close as possible to the date of mailing or transmission.)
    (iii) Contract number or other authorization for work or services 
performed (including order number and contract line item number).
    (iv) Description of work or services performed.
    (v) Delivery and payment terms (e.g., discount for prompt payment 
terms).
    (vi) Name and address of Contractor official to whom payment is to 
be sent (must be the same as that in the contract or in a proper notice 
of assignment).
    (vii) Name (where practicable), title, phone number, and mailing 
address of person to notify in the event of a defective invoice.
    (viii) For payments described in paragraph (a)(1)(i) of this clause, 
substantiation of the amounts requested and certification in accordance 
with the requirements of the clause at 52.232-5, Payments Under Fixed-
Price Construction Contracts.
    (ix) Taxpayer Identification Number (TIN). The Contractor shall 
include its TIN on the invoice only if required elsewhere in this 
contract.
    (x) Electronic funds transfer (EFT) banking information.
    (A) The Contractor shall include EFT banking information on the 
invoice only if required elsewhere in this contract.
    (B) If EFT banking information is not required to be on the invoice, 
in order for the invoice to be a proper invoice, the Contractor shall 
have submitted correct EFT banking information in accordance with the 
applicable solicitation provision (e.g., 52.232-38, Submission of 
Electronic Funds Transfer Information with Offer), contract clause 
(e.g., 52.232-33, Payment by Electronic Funds Transfer--Central 
Contractor Registration, or 52.232-34, Payment by Electronic Funds 
Transfer--Other Than Central Contractor Registration), or applicable 
agency procedures.
    (C) EFT banking information is not required if the Government waived 
the requirement to pay by EFT.
    (xi) Any other information or documentation required by the 
contract.
    (3) Interest penalty. The designated payment office will pay an 
interest penalty automatically, without request from the Contractor, if 
payment is not made by the due date and the conditions listed in 
paragraphs (a)(3)(i) through (a)(3)(iii) of this clause are met, if 
applicable. However, when the due date falls on a Saturday, Sunday, or 
legal holiday, the designated payment office

[[Page 283]]

may make payment on the following working day without incurring a late 
payment interest penalty.
    (i) The designated billing office received a proper invoice.
    (ii) The Government processed a receiving report or other Government 
documentation authorizing payment and there was no disagreement over 
quantity, quality, Contractor compliance with any contract term or 
condition, or requested progress payment amount.
    (iii) In the case of a final invoice for any balance of funds due 
the Contractor for work or services performed, the amount was not 
subject to further contract settlement actions between the Government 
and the Contractor.
    (4) Computing penalty amount. The Government will compute the 
interest penalty in accordance with the Office of Management and Budget 
prompt payment regulations at 5 CFR part 1315.
    (i) For the sole purpose of computing an interest penalty that might 
be due the Contractor for payments described in paragraph (a)(1)(ii) of 
this clause, Government acceptance or approval is deemed to occur 
constructively on the 7th day after the Contractor has completed the 
work or services in accordance with the terms and conditions of the 
contract. If actual acceptance or approval occurs within the 
constructive acceptance or approval period, the Government will base the 
determination of an interest penalty on the actual date of acceptance or 
approval. Constructive acceptance or constructive approval requirements 
do not apply if there is a disagreement over quantity, quality, or 
Contractor compliance with a contract provision. These requirements also 
do not compel Government officials to accept work or services, approve 
Contractor estimates, perform contract administration functions, or make 
payment prior to fulfilling their responsibilities.
    (ii) The prompt payment regulations at 5 CFR 1315.10(c) do not 
require the Government to pay interest penalties if payment delays are 
due to disagreement between the Government and the Contractor over the 
payment amount or other issues involving contract compliance, or on 
amounts temporarily withheld or retained in accordance with the terms of 
the contract. The Government and the Contractor shall resolve claims 
involving disputes, and any interest that may be payable in accordance 
with the clause at FAR 52.233-1, Disputes.
    (5) Discounts for prompt payment. The designated payment office will 
pay an interest penalty automatically, without request from the 
Contractor, if the Government takes a discount for prompt payment 
improperly. The Government will calculate the interest penalty in 
accordance with the prompt payment regulations at 5 CFR part 1315.
    (6) Additional interest penalty. (i) The designated payment office 
will pay a penalty amount, calculated in accordance with the prompt 
payment regulations at 5 CFR part 1315 in addition to the interest 
penalty amount only if--
    (A) The Government owes an interest penalty of $1 or more;
    (B) The designated payment office does not pay the interest penalty 
within 10 days after the date the invoice amount is paid; and
    (C) The Contractor makes a written demand to the designated payment 
office for additional penalty payment, in accordance with paragraph 
(a)(6)(ii) of this clause, postmarked not later than 40 days after the 
date the invoice amount is paid.
    (ii)(A) The Contractor shall support written demands for additional 
penalty payments with the following data. The Government will not 
request any additional data. The Contractor shall--
    (1) Specifically assert that late payment interest is due under a 
specific invoice, and request payment of all overdue late payment 
interest penalty and such additional penalty as may be required;
    (2) Attach a copy of the invoice on which the unpaid late payment 
interest was due; and
    (3) State that payment of the principal has been received, including 
the date of receipt.
    (B) If there is no postmark or the postmark is illegible--
    (1) The designated payment office that receives the demand will 
annotate it with the date of receipt provided the demand is received on 
or before the 40th day after payment was made; or
    (2) If the designated payment office fails to make the required 
annotation, the Government will determine the demand's validity based on 
the date the Contractor has placed on the demand, provided such date is 
no later than the 40th day after payment was made.
    (b) Contract financing payments. If this contract provides for 
contract financing, the Government will make contract financing payments 
in accordance with the applicable contract financing clause.
    (c) Subcontract clause requirements. The Contractor shall include in 
each subcontract for property or services (including a material 
supplier) for the purpose of performing this contract the following:
    (1) Prompt payment for subcontractors. A payment clause that 
obligates the Contractor to pay the subcontractor for satisfactory 
performance under its subcontract not later than 7 days from receipt of 
payment out of such amounts as are paid to the Contractor under this 
contract.
    (2) Interest for subcontractors. An interest penalty clause that 
obligates the Contractor

[[Page 284]]

to pay to the subcontractor an interest penalty for each payment not 
made in accordance with the payment clause--
    (i) For the period beginning on the day after the required payment 
date and ending on the date on which payment of the amount due is made; 
and
    (ii) Computed at the rate of interest established by the Secretary 
of the Treasury, and published in the Federal Register, for interest 
payments under section 12 of the Contract Disputes Act of 1978 (41 
U.S.C. 611) in effect at the time the Contractor accrues the obligation 
to pay an interest penalty.
    (3) Subcontractor clause flowdown. A clause requiring each 
subcontractor tou
    (i) Include a payment clause and an interest penalty clause 
conforming to the standards set forth in paragraphs (c)(1) and (c)(2) of 
this clause in each of its subcontracts; and
    (ii) Require each of its subcontractors to include such clauses in 
their subcontracts with each lower-tier subcontractor or supplier.
    (d) Subcontract clause interpretation. The clauses required by 
paragraph (c) of this clause shall not be construed to impair the right 
of the Contractor or a subcontractor at any tier to negotiate, and to 
include in their subcontract, provisions that--
    (1) Retainage permitted. Permit the Contractor or a subcontractor to 
retain (without cause) a specified percentage of each progress payment 
otherwise due to a subcontractor for satisfactory performance under the 
subcontract without incurring any obligation to pay a late payment 
interest penalty, in accordance with terms and conditions agreed to by 
the parties to the subcontract, giving such recognition as the parties 
deem appropriate to the ability of a subcontractor to furnish a 
performance bond and a payment bond;
    (2) Withholding permitted. Permit the Contractor or subcontractor to 
make a determination that part or all of the subcontractor's request for 
payment may be withheld in accordance with the subcontract agreement; 
and
    (3) Withholding requirements. Permit such withholding without 
incurring any obligation to pay a late payment penalty if--
    (i) A notice conforming to the standards of paragraph (g) of this 
clause previously has been furnished to the subcontractor; and
    (ii) The Contractor furnishes to the Contracting Officer a copy of 
any notice issued by a Contractor pursuant to paragraph (d)(3)(i) of 
this clause.
    (e) Subcontractor withholding procedures. If a Contractor, after 
making a request for payment to the Government but before making a 
payment to a subcontractor for the subcontractor's performance covered 
by the payment request, discovers that all or a portion of the payment 
otherwise due such subcontractor is subject to withholding from the 
subcontractor in accordance with the subcontract agreement, then the 
Contractor shall--
    (1) Subcontractor notice. Furnish to the subcontractor a notice 
conforming to the standards of paragraph (g) of this clause as soon as 
practicable upon ascertaining the cause giving rise to a withholding, 
but prior to the due date for subcontractor payment;
    (2) Contracting Officer notice. Furnish to the Contracting Officer, 
as soon as practicable, a copy of the notice furnished to the 
subcontractor pursuant to paragraph (e)(1) of this clause;
    (3) Subcontractor progress payment reduction. Reduce the 
subcontractor's progress payment by an amount not to exceed the amount 
specified in the notice of withholding furnished under paragraph (e)(1) 
of this clause;
    (4) Subsequent subcontractor payment. Pay the subcontractor as soon 
as practicable after the correction of the identified subcontract 
performance deficiency, and--
    (i) Make such payment within--
    (A) Seven days after correction of the identified subcontract 
performance deficiency (unless the funds therefor must be recovered from 
the Government because of a reduction under paragraph (e)(5)(i)) of this 
clause; or
    (B) Seven days after the Contractor recovers such funds from the 
Government; or
    (ii) Incur an obligation to pay a late payment interest penalty 
computed at the rate of interest established by the Secretary of the 
Treasury, and published in the Federal Register, for interest payments 
under section 12 of the Contracts Disputes Act of 1978 (41 U.S.C. 611) 
in effect at the time the Contractor accrues the obligation to pay an 
interest penalty;
    (5) Notice to Contracting Officer. Notify the Contracting Officer 
upon--
    (i) Reduction of the amount of any subsequent certified application 
for payment; or
    (ii) Payment to the subcontractor of any withheld amounts of a 
progress payment, specifying--
    (A) The amounts withheld under paragraph (e)(1) of this clause; and
    (B) The dates that such withholding began and ended; and
    (6) Interest to Government. Be obligated to pay to the Government an 
amount equal to interest on the withheld payments (computed in the 
manner provided in 31 U.S.C. 3903(c)(1)), from the 8th day after receipt 
of the withheld amounts from the Government until--
    (i) The day the identified subcontractor performance deficiency is 
corrected; or
    (ii) The date that any subsequent payment is reduced under paragraph 
(e)(5)(i) of this clause.
    (f) Third-party deficiency reports--(1) Withholding from 
subcontractor. If a Contractor,

[[Page 285]]

after making payment to a first-tier subcontractor, receives from a 
supplier or subcontractor of the first-tier subcontractor (hereafter 
referred to as a ``second-tier subcontractor'') a written notice in 
accordance with the Miller Act (40 U.S.C. 3133), asserting a deficiency 
in such first-tier subcontractor's performance under the contract for 
which the Contractor may be ultimately liable, and the Contractor 
determines that all or a portion of future payments otherwise due such 
first-tier subcontractor is subject to withholding in accordance with 
the subcontract agreement, the Contractor may, without incurring an 
obligation to pay an interest penalty under paragraph (e)(6) of this 
clause--
    (i) Furnish to the first-tier subcontractor a notice conforming to 
the standards of paragraph (g) of this clause as soon as practicable 
upon making such determination; and
    (ii) Withhold from the first-tier subcontractor's next available 
progress payment or payments an amount not to exceed the amount 
specified in the notice of withholding furnished under paragraph 
(f)(1)(i) of this clause.
    (2) Subsequent payment or interest charge. As soon as practicable, 
but not later than 7 days after receipt of satisfactory written 
notification that the identified subcontract performance deficiency has 
been corrected, the Contractor shall--
    (i) Pay the amount withheld under paragraph (f)(1)(ii) of this 
clause to such first-tier subcontractor; or
    (ii) Incur an obligation to pay a late payment interest penalty to 
such first-tier subcontractor computed at the rate of interest 
established by the Secretary of the Treasury, and published in the 
Federal Register, for interest payments under section 12 of the 
Contracts Disputes Act of 1978 (41 U.S.C. 611) in effect at the time the 
Contractor accrues the obligation to pay an interest penalty.
    (g) Written notice of subcontractor withholding. The Contractor 
shall issue a written notice of any withholding to a subcontractor (with 
a copy furnished to the Contracting Officer), specifying--
    (1) The amount to be withheld;
    (2) The specific causes for the withholding under the terms of the 
subcontract; and
    (3) The remedial actions to be taken by the subcontractor in order 
to receive payment of the amounts withheld.
    (h) Subcontractor payment entitlement. The Contractor may not 
request payment from the Government of any amount withheld or retained 
in accordance with paragraph (d) of this clause until such time as the 
Contractor has determined and certified to the Contracting Officer that 
the subcontractor is entitled to the payment of such amount.
    (i) Prime-subcontractor disputes. A dispute between the Contractor 
and subcontractor relating to the amount or entitlement of a 
subcontractor to a payment or a late payment interest penalty under a 
clause included in the subcontract pursuant to paragraph (c) of this 
clause does not constitute a dispute to which the Government is a party. 
The Government may not be interpleaded in any judicial or administrative 
proceeding involving such a dispute.
    (j) Preservation of prime-subcontractor rights. Except as provided 
in paragraph (i) of this clause, this clause shall not limit or impair 
any contractual, administrative, or judicial remedies otherwise 
available to the Contractor or a subcontractor in the event of a dispute 
involving late payment or nonpayment by the Contractor or deficient 
subcontract performance or nonperformance by a subcontractor.
    (k) Non-recourse for prime contractor interest penalty. The 
Contractor's obligation to pay an interest penalty to a subcontractor 
pursuant to the clauses included in a subcontract under paragraph (c) of 
this clause shall not be construed to be an obligation of the Government 
for such interest penalty. A cost-reimbursement claim may not include 
any amount for reimbursement of such interest penalty.
    (l) Overpayments. If the Contractor becomes aware of a duplicate 
contract financing or invoice payment or that the Government has 
otherwise overpaid on a contract financing or invoice payment, the 
Contractor shall--
    (1) Remit the overpayment amount to the payment office cited in the 
contract along with a description of the overpayment including the--
    (i) Circumstances of the overpayment (e.g., duplicate payment, 
erroneous payment, liquidation errors, date(s) of overpayment);
    (ii) Affected contract number and delivery order number if 
applicable;
    (iii) Affected contract line item or subline item, if applicable; 
and
    (iv) Contractor point of contact.
    (2) Provide a copy of the remittance and supporting documentation to 
the Contracting Officer.

                             (End of clause)

[66 FR 65361, Dec. 18, 2001, as amended at 68 FR 56684, Oct. 1, 2003; 70 
FR 57455, Sept. 30, 2005; 73 FR 54007, Sept. 17, 2008]



52.232-28  Invitation To Propose Performance-Based Payments.

    As prescribed in 32.1005(b)(1), insert the following provision:

       Invitation To Propose Performance-Based Payments (MAR 2000)

    (a) The Government invites the offeror to propose terms under which 
the Government

[[Page 286]]

will make performance-based contract financing payments during contract 
performance. The Government will consider performance-based payment 
financing terms proposed by the offeror in the evaluation of the 
offeror's proposal. The Contracting Officer will incorporate the 
financing terms of the successful offeror and the FAR clause, 
Performance-Based Payments, at FAR 52.232-32, in any resulting contract.
    (b) In the event of any conflict between the terms proposed by the 
offeror and the terms in the clause at FAR 52.232-32, Performance-Based 
Payments, the terms of the clause at FAR 52.232-32 shall govern.
    (c) The Contracting Officer will not accept the offeror's proposed 
performance-based payment financing if the financing does not conform to 
the following limitations:
    (1) The Government will make delivery payments only for supplies 
delivered and accepted, or services rendered and accepted in accordance 
with the payment terms of this contract.
    (2) The terms and conditions of the performance-based payments 
must--
    (i) Comply with FAR 32.1004;
    (ii) Be reasonable and consistent with all other technical and cost 
information included in the offeror's proposal; and
    (iii) Their total shall not exceed 90 percent of the contract price 
if on a whole contract basis, or 90 percent of the delivery item price 
if on a delivery item basis.
    (3) The terms and conditions of the performance-based financing must 
be in the best interests of the Government.
    (d) The offeror's proposal of performance-based payment financing 
shall include the following:
    (1) The proposed contractual language describing the performance-
based payments (see FAR 32.1004 for appropriate criteria for 
establishing performance bases and performance-based finance payment 
amounts).
    (2) A listing of--
    (i) The projected performance-based payment dates and the projected 
payment amounts; and
    (ii) The projected delivery date and the projected payment amount.
    (3) Information addressing the Contractor's investment in the 
contract.
    (e) Evaluation of the offeror's proposed prices and financing terms 
will include whether the offeror's proposed performance-based payment 
events and payment amounts are reasonable and consistent with all other 
terms and conditions of the offeror's proposal.

                           (End of provision)

    Alternate I (MAR 2000). As prescribed in FAR 32.1005(b)(2), add the 
following paragraph (f) to the basic provision:

    (f) The Government will adjust each proposed price to reflect the 
cost of providing the proposed performance-based payments to determine 
the total cost to the Government of that particular combination of price 
and performance-based financing. The Government will make the adjustment 
using the procedure described in FAR 32.205(c).

[65 FR 16285, Mar. 27, 2000]



52.232-29  Terms for Financing of Purchases of Commercial Items.

    As prescribed in 32.206(b)(2), insert the following clause:

     Terms for Financing of Purchases of Commercial Items (FEB 2002)

    (a) Contractor entitlement to financing payments. The Contractor may 
request, and the Government shall pay, a contract financing payment as 
specified elsewhere in this contract when: the payment requested is 
properly due in accordance with this contract; the supplies deliverable 
or services due under the contract will be delivered or performed in 
accordance with the contract; and there has been no impairment or 
diminution of the Government's security under this contract.
    (b) Special terms regarding termination for cause. If this contract 
is terminated for cause, the Contractor shall, on demand, repay to the 
Government the amount of unliquidated contract financing payments. The 
Government shall be liable for no payment except as provided by the 
Termination for Cause paragraph of the clause at 52.212-4, Contract 
Terms and Conditions--Commercial Items.
    (c) Security for Government financing. In the event the Contractor 
fails to provide adequate security, as required in this contract, no 
financing payment shall be made under this contract. Upon receipt of 
adequate security, financing payments shall be made, including all 
previous payments to which the Contractor is entitled, in accordance 
with the terms of the provisions for contract financing. If at any time 
the Contracting Officer determines that the security provided by the 
Contractor is insufficient, the Contractor shall promptly provide such 
additional security as the Contracting Officer determines necessary. In 
the event the Contractor fails to provide such additional security, the 
Contracting Officer may collect or liquidate such security that has been 
provided and suspend further payments to the Contractor; and the 
Contractor shall repay to the Government the amount of unliquidated 
financing payments as the Contracting Officer at his sole discretion 
deems repayable.
    (d) Reservation of rights. (1) No payment or other action by the 
Government under this clause shall (i) excuse the Contractor from

[[Page 287]]

performance of obligations under this contract, or (ii) constitute a 
waiver of any of the rights or remedies of the parties under the 
contract.
    (2) The Government's rights and remedies under this clause (i) shall 
not be exclusive, but rather shall be in addition to any other rights 
and remedies provided by law or this contract; and (ii) shall not be 
affected by delayed, partial, or omitted exercise of any right, remedy, 
power, or privilege, nor shall such exercise or any single exercise 
preclude or impair any further exercise under this clause or the 
exercise of any other right, power, or privilege of the Government.
    (e) Content of Contractor's request for financing payment. The 
Contractor's request for financing payment shall contain the following:
    (1) The name and address of the Contractor;
    (2) The date of the request for financing payment;
    (3) The contract number and/or other identifier of the contract or 
order under which the request is made; and
    (4) An appropriately itemized and totaled statement of the financing 
payments requested and such other information as is necessary for 
computation of the payment, prepared in accordance with the direction of 
the Contracting Officer.
    (f) Limitation on frequency of financing payments. Contractor 
financing payments shall be provided no more frequently than monthly.
    (g) Dates for payment. A payment under this clause is a contract 
financing payment and not subject to the interest penalty provisions of 
the Prompt Payment Act. The designated payment office will pay approved 
payment requests within 30 days of submittal of a proper request for 
payment.
    (h) Conflict between terms of offeror and clause. In the event of 
any conflict between the terms proposed by the offeror in response to an 
invitation to propose financing terms (52.232-31) and the terms in this 
clause, the terms of this clause shall govern.

                             (End of clause)

[60 FR 49717, Sept. 26, 1995, as amended at 66 FR 65367, Dec. 18, 2001]



52.232-30  Installment Payments for Commercial Items.

    As prescribed in 32.206(g), insert the following clause:

          Installment Payments for Commercial Items (OCT 1995)

    (a) Contractor entitlement to financing payments. The Contractor may 
request, and the Government shall pay, a contract financing installment 
payment as specified in this contract when: the payment requested is 
properly due in accordance with this contract; the supplies deliverable 
or services due under the contract will be delivered or performed in 
accordance with the contract; and there has been no impairment or 
diminution of the Government's security under this contract.
    (b) Computation of amounts. Installment payment financing shall be 
paid to the Contractor when requested for each separately priced unit of 
supply (but not for services) of each contract line item in amounts 
approved by the Contracting Officer pursuant to this clause.
    (1) Number of installment payments for each contract line item. Each 
separately priced unit of each contract line item is authorized a fixed 
number of monthly installment payments. The number of installment 
payments authorized for each unit of a contract line item is equal to 
the number of months from the date of contract award to the date one 
month before the first delivery of the first separately priced unit of 
the contract line item. For example, if the first scheduled delivery of 
any separately priced unit of a contract line item is 9 months after 
award of the contract, all separately priced units of that contract line 
item are authorized 8 installment payments.
    (2) Amount of each installment payment. The amount of each 
installment payment for each separately priced unit of each contract 
line item is equal to 70 percent of the unit price divided by the number 
of installment payments authorized for that unit.
    (3) Date of each installment payment. Installment payments for any 
particular separately priced unit of a contract line item begin the 
number of months prior to the delivery of that unit that are equal to 
the number of installment payments authorized for that unit. For 
example, if 8 installment payments are authorized for each separately 
priced unit of a contract line item, the first installment payment for 
any particular unit of that contract line item would be 8 months before 
the scheduled delivery date for that unit. The last installment payment 
would be 1 month before scheduled delivery of a unit.
    (4) Limitation on payment. Prior to the delivery payment for a 
separately priced unit of a contract line item, the sum of all 
installment payments for that unit shall not exceed 70 percent of the 
price of that unit.
    (c) Contractor request for installment payment. The Contractor may 
submit requests for payment of installment payments not more frequently 
than monthly, in a form and manner acceptable to the Contracting 
Officer. Unless otherwise authorized by the Contracting Officer, all 
installment payments in any month for which payment is being requested 
shall be included in a single request, appropriately itemized and 
totaled.

[[Page 288]]

    (d) Dates for payment. An installment payment under this clause is a 
contract financing payment under the Prompt Payment clause of this 
contract, and except as provided in paragraph (e) of this clause, 
approved requests shall be paid within 30 days of submittal of a proper 
request for payment.
    (e) Liquidation of installment payments. Installment payments shall 
be liquidated by deducting from the delivery payment of each item the 
total unliquidated amount of installment payments made for that 
separately priced unit of that contract line item. The liquidation 
amounts for each unit of each line item shall be clearly delineated in 
each request for delivery payment submitted by the Contractor.
    (f) Security for installment payment financing. In the event the 
Contractor fails to provide adequate security as required in this 
contract, no financing payment shall be made under this contract. Upon 
receipt of adequate security, financing payments shall be made, 
including all previous payments to which the Contractor is entitled, in 
accordance with the terms of the contract. If at any time the 
Contracting Officer determines that the security provided by the 
Contractor is insufficient, the Contractor shall promptly provide such 
additional security as the Contracting Officer determines necessary. In 
the event the Contractor fails to provide such additional security, the 
Contracting Officer may collect or liquidate such security that has been 
provided, and suspend further payments to the Contractor; the Contractor 
shall repay to the Government the amount of unliquidated financing 
payments as the Contracting Officer at his sole discretion deems 
repayable.
    (g) Special terms regarding termination for cause. If this contract 
is terminated for cause, the Contractor shall, on demand, repay to the 
Government the amount of unliquidated installment payments. The 
Government shall be liable for no payment except as provided by the 
Termination for Cause paragraph of the clause at 52.212-4, Contract 
Terms and Conditions--Commercial Items.
    (h) Reservation of rights. (1) No payment, vesting of title under 
this clause, or other action taken by the Government under this clause 
shall (i) excuse the Contractor from performance of obligations under 
this contract, or (ii) constitute a waiver of any of the rights or 
remedies of the parties under the contract.
    (2) The Government's rights and remedies under this clause (i) shall 
not be exclusive, but rather shall be in addition to any other rights 
and remedies provided by law or this contract, and (ii) shall not be 
affected by delayed, partial, or omitted exercise of any right, remedy, 
power, or privilege, nor shall such exercise or any single exercise 
preclude or impair any further exercise under this clause or the 
exercise of any other right, power, or privilege of the Government.
    (i) Content of Contractor's request for installment payment. The 
Contractor's request for installment payment shall contain the 
following:
    (1) The name and address of the Contractor;
    (2) The date of the request for installment payment;
    (3) The contract number and/or other identifier of the contract or 
order under which the request is made; and
    (4) An itemized and totaled statement of the items, installment 
payment amount, and month for which payment is being requested, for each 
separately priced unit of each contract line item.

                             (End of clause)

[60 FR 49717, Sept. 26, 1995]



52.232-31  Invitation To Propose Financing Terms.

    As prescribed in 32.205(b) and 32.206, insert the following 
provision:

            Invitation To Propose Financing Terms (OCT 1995)

    (a) The offeror is invited to propose terms under which the 
Government shall make contract financing payments during contract 
performance. The financing terms proposed by the offeror shall be a 
factor in the evaluation of the offeror's proposal. The financing terms 
of the successful offeror and the clause, Terms for Financing of 
Purchases of Commercial Items, at 52.232-29, shall be incorporated in 
any resulting contract.
    (b) The offeror agrees that in the event of any conflict between the 
terms proposed by the offeror and the terms in the clause at 52.232-29, 
Terms for Financing of Purchases of Commercial Items, the terms of the 
clause at 52.232-29 shall govern.
    (c) Because of statutory limitations (10 U.S.C. 2307(f) and 41 
U.S.C. 255(f)), the offeror's proposed financing shall not be acceptable 
if it does not conform to the following limitations:
    (1) Delivery payments shall be made only for supplies delivered and 
accepted, or services rendered and accepted in accordance with the 
payment terms of this contract;
    (2) Contract financing payments shall not exceed 15 percent of the 
contract price in advance of any performance of work under the contract;
    (3) The terms and conditions of the contract financing must be 
appropriate or customary in the commercial marketplace; and
    (4) The terms and conditions of the contract financing must be in 
the best interests of the United States.

[[Page 289]]

    (d) The offeror's proposal of financing terms shall include the 
following:
    (1) The proposed contractual language describing the contract 
financing (see FAR 32.202-2 for appropriate definitions of types of 
payments); and
    (2) A listing of the earliest date and greatest amount at which each 
contract financing payment may be payable and the amount of each 
delivery payment. Any resulting contract shall provide that no contract 
financing payment shall be made at any earlier date or in a greater 
amount than shown in the offeror's listing.
    (e) The offeror's proposed prices and financing terms shall be 
evaluated to determine the cost to the United States of the proposal 
using the interest rate and delivery schedule specified elsewhere in 
this solicitation.

                           (End of provision)

[60 FR 49718, Sept. 26, 1995]



52.232-32  Performance-Based Payments.

    As prescribed in 32.1005, insert the following clause:

                  Performance-Based Payments (JAN 2008)

    (a) Amount of payments and limitations on payments. Subject to such 
other limitations and conditions as are specified in this contract and 
this clause, the amount of payments and limitations on payments shall be 
specified in the contract's description of the basis for payment.
    (b) Contractor request for performance-based payment. The Contractor 
may submit requests for payment of performance-based payments not more 
frequently than monthly, in a form and manner acceptable to the 
Contracting Officer. Unless otherwise authorized by the Contracting 
Officer, all performance-based payments in any period for which payment 
is being requested shall be included in a single request, appropriately 
itemized and totaled. The Contractor's request shall contain the 
information and certification detailed in paragraphs (l) and (m) of this 
clause.
    (c) Approval and payment of requests. (1) The Contractor shall not 
be entitled to payment of a request for performance-based payment prior 
to successful accomplishment of the event or performance criterion for 
which payment is requested. The Contracting Officer shall determine 
whether the event or performance criterion for which payment is 
requested has been successfully accomplished in accordance with the 
terms of the contract. The Contracting Officer may, at any time, require 
the Contractor to substantiate the successful performance of any event 
or performance criterion which has been or is represented as being 
payable.
    (2) A payment under this performance-based payment clause is a 
contract financing payment under the Prompt Payment clause of this 
contract and not subject to the interest penalty provisions of the 
Prompt Payment Act. The designated payment office will pay approved 
requests on the ---------- [Contracting Officer insert day as prescribed 
by agency head; if not prescribed, insert ``30th''] day after receipt of 
the request for performance-based payment by the designated payment 
office. However, the designated payment office is not required to 
provide payment if the Contracting Officer requires substantiation as 
provided in paragraph (c)(1) of this clause, or inquires into the status 
of an event or performance criterion, or into any of the conditions 
listed in paragraph (a) of this clause, or into the Contractor 
certification. The payment period will not begin until the Contracting 
Officer approves the request.
    (3) The approval by the Contracting Officer of a request for 
performance-based payment does not constitute an acceptance by the 
Government and does not excuse the Contractor from performance of 
obligations under this contract.
    (d) Liquidation of performance-based payments. (1) Performance-based 
finance amounts paid prior to payment for delivery of an item shall be 
liquidated by deducting a percentage or a designated dollar amount from 
the delivery payment. If the performance-based finance payments are on a 
delivery item basis, the liquidation amount for each such line item 
shall be the percent of that delivery item price that was previously 
paid under performance-based finance payments or the designated dollar 
amount. If the performance-based finance payments are on a whole 
contract basis, liquidation shall be by either predesignated liquidation 
amounts or a liquidation percentage.
    (2) If at any time the amount of payments under this contract 
exceeds any limitation in this contract, the Contractor shall repay to 
the Government the excess. Unless otherwise determined by the 
Contracting Officer, such excess shall be credited as a reduction in the 
unliquidated performance-based payment balance(s), after adjustment of 
invoice payments and balances for any retroactive price adjustments.
    (e) Reduction or suspension of performance-based payments. The 
Contracting Officer may reduce or suspend performance-based payments, 
liquidate performance-based payments by deduction from any payment under 
the contract, or take a combination of these actions after finding upon 
substantial evidence any of the following conditions:
    (1) The Contractor failed to comply with any material requirement of 
this contract

[[Page 290]]

(which includes paragraphs (h) and (i) of this clause).
    (2) Performance of this contract is endangered by the Contractor's 
(i) failure to make progress, or (ii) unsatisfactory financial 
condition.
    (3) The Contractor is delinquent in payment of any subcontractor or 
supplier under this contract in the ordinary course of business.
    (f) Title. (1) Title to the property described in this paragraph (f) 
shall vest in the Government. Vestiture shall be immediately upon the 
date of the first performance-based payment under this contract, for 
property acquired or produced before that date. Otherwise, vestiture 
shall occur when the property is or should have been allocable or 
properly chargeable to this contract.
    (2) Property, as used in this clause, includes all of the following 
described items acquired or produced by the Contractor that are or 
should be allocable or properly chargeable to this contract under sound 
and generally accepted accounting principles and practices:
    (i) Parts, materials, inventories, and work in process;
    (ii) Special tooling and special test equipment to which the 
Government is to acquire title under any other clause of this contract;
    (iii) Nondurable (i.e., noncapital) tools, jigs, dies, fixtures, 
molds, patterns, taps, gauges, test equipment and other similar 
manufacturing aids, title to which would not be obtained as special 
tooling under subparagraph (f)(2)(ii) of this clause; and
    (iv) Drawings and technical data, to the extent the Contractor or 
subcontractors are required to deliver them to the Government by other 
clauses of this contract.
    (3) Although title to property is in the Government under this 
clause, other applicable clauses of this contract (e.g., the termination 
or special tooling clauses) shall determine the handling and disposition 
of the property.
    (4) The Contractor may sell any scrap resulting from production 
under this contract, without requesting the Contracting Officer's 
approval, provided that any significant reduction in the value of the 
property to which the Government has title under this clause is reported 
in writing to the Contracting Officer.
    (5) In order to acquire for its own use or dispose of property to 
which title is vested in the Government under this clause, the 
Contractor shall obtain the Contracting Officer's advance approval of 
the action and the terms. If approved, the basis for payment (the events 
or performance criteria) to which the property is related shall be 
deemed to be not in compliance with the terms of the contract and not 
payable (if the property is part of or needed for performance), and the 
Contractor shall refund the related performance-based payments in 
accordance with paragraph (d) of this clause.
    (6) When the Contractor completes all of the obligations under this 
contract, including liquidation of all performance-based payments, title 
shall vest in the Contractor for all property (or the proceeds thereof) 
not--
    (i) Delivered to, and accepted by, the Government under this 
contract; or
    (ii) Incorporated in supplies delivered to, and accepted by, the 
Government under this contract and to which title is vested in the 
Government under this clause.
    (7) The terms of this contract concerning liability for Government-
furnished property shall not apply to property to which the Government 
acquired title solely under this clause.
    (g) Risk of loss. Before delivery to and acceptance by the 
Government, the Contractor shall bear the risk of loss for property, the 
title to which vests in the Government under this clause, except to the 
extent the Government expressly assumes the risk. If any property is 
damaged, lost, stolen, or destroyed, the basis of payment (the events or 
performance criteria) to which the property is related shall be deemed 
to be not in compliance with the terms of the contract and not payable 
(if the property is part of or needed for performance), and the 
Contractor shall refund the related performance-based payments in 
accordance with paragraph (d) of this clause.
    (h) Records and controls. The Contractor shall maintain records and 
controls adequate for administration of this clause. The Contractor 
shall have no entitlement to performance-based payments during any time 
the Contractor's records or controls are determined by the Contracting 
Officer to be inadequate for administration of this clause.
    (i) Reports and Government access. The Contractor shall promptly 
furnish reports, certificates, financial statements, and other pertinent 
information requested by the Contracting Officer for the administration 
of this clause and to determine that an event or other criterion 
prompting a financing payment has been successfully accomplished. The 
Contractor shall give the Government reasonable opportunity to examine 
and verify the Contractor's records and to examine and verify the 
Contractor's performance of this contract for administration of this 
clause.
    (j) Special terms regarding default. If this contract is terminated 
under the Default clause, (1) the Contractor shall, on demand, repay to 
the Government the amount of unliquidated performance-based payments, 
and (2) title shall vest in the Contractor, on full liquidation of all 
performance-based payments, for all property for which the Government 
elects not to require delivery under the

[[Page 291]]

Default clause of this contract. The Government shall be liable for no 
payment except as provided by the Default clause.
    (k) Reservation of rights. (1) No payment or vesting of title under 
this clause shall (i) excuse the Contractor from performance of 
obligations under this contract, or (ii) constitute a waiver of any of 
the rights or remedies of the parties under the contract.
    (2) The Government's rights and remedies under this clause (i) shall 
not be exclusive, but rather shall be in addition to any other rights 
and remedies provided by law or this contract, and (ii) shall not be 
affected by delayed, partial, or omitted exercise of any right, remedy, 
power, or privilege, nor shall such exercise or any single exercise 
preclude or impair any further exercise under this clause or the 
exercise of any other right, power, or privilege of the Government.
    (l) Content of Contractor's request for performance-based payment. 
The Contractor's request for performance-based payment shall contain the 
following:
    (1) The name and address of the Contractor;
    (2) The date of the request for performance-based payment;
    (3) The contract number and/or other identifier of the contract or 
order under which the request is made;
    (4) Such information and documentation as is required by the 
contract's description of the basis for payment; and
    (5) A certification by a Contractor official authorized to bind the 
Contractor, as specified in paragraph (m) of this clause.
    (m) Content of Contractor's certification. As required in paragraph 
(l)(5) of this clause, the Contractor shall make the following 
certification in each request for performance-based payment:
    I certify to the best of my knowledge and belief that--
    (1) This request for performance-based payment is true and correct; 
this request (and attachments) has been prepared from the books and 
records of the Contractor, in accordance with the contract and the 
instructions of the Contracting Officer;
    (2) (Except as reported in writing on --------------), all payments 
to subcontractors and suppliers under this contract have been paid, or 
will be paid, currently, when due in the ordinary course of business;
    (3) There are no encumbrances (except as reported in writing on ----
----------) against the property acquired or produced for, and allocated 
or properly chargeable to, the contract which would affect or impair the 
Government's title;
    (4) There has been no materially adverse change in the financial 
condition of the Contractor since the submission by the Contractor to 
the Government of the most recent written information dated ------------
--; and
    (5) After the making of this requested performance-based payment, 
the amount of all payments for each deliverable item for which 
performance-based payments have been requested will not exceed any 
limitation in the contract, and the amount of all payments under the 
contract will not exceed any limitation in the contract.

                             (End of clause)

[60 FR 49718, Sept. 26, 1995, as amended at 62 FR 12720, Mar. 17, 1997; 
66 FR 65367, Dec. 18, 2001; 72 FR 73222, Dec. 26, 2007]



 52.232-33  Payment by Electronic Funds Transfer--Central Contractor 

Registration.

    As prescribed in 32.1110(a)(1), insert the following clause:

 Payment by Electronic Funds Transfer--Central Contractor Registration 
                               (OCT 2003)

    (a) Method of payment. (1) All payments by the Government under this 
contract shall be made by electronic funds transfer (EFT), except as 
provided in paragraph (a)(2) of this clause. As used in this clause, the 
term ``EFT'' refers to the funds transfer and may also include the 
payment information transfer.
    (2) In the event the Government is unable to release one or more 
payments by EFT, the Contractor agrees to either--
    (i) Accept payment by check or some other mutually agreeable method 
of payment; or
    (ii) Request the Government to extend the payment due date until 
such time as the Government can make payment by EFT (but see paragraph 
(d) of this clause).
    (b) Contractor's EFT information. The Government shall make payment 
to the Contractor using the EFT information contained in the Central 
Contractor Registration (CCR) database. In the event that the EFT 
information changes, the Contractor shall be responsible for providing 
the updated information to the CCR database.
    (c) Mechanisms for EFT payment. The Government may make payment by 
EFT through either the Automated Clearing House (ACH) network, subject 
to the rules of the National Automated Clearing House Association, or 
the Fedwire Transfer System. The rules governing Federal payments 
through the ACH are contained in 31 CFR part 210.
    (d) Suspension of payment. If the Contractor's EFT information in 
the CCR database is incorrect, then the Government need not make payment 
to the Contractor under this contract until correct EFT information is 
entered into the CCR database; and any invoice or contract financing 
request shall be deemed not to be a proper invoice for the

[[Page 292]]

purpose of prompt payment under this contract. The prompt payment terms 
of the contract regarding notice of an improper invoice and delays in 
accrual of interest penalties apply.
    (e) Liability for uncompleted or erroneous transfers. (1) If an 
uncompleted or erroneous transfer occurs because the Government used the 
Contractor's EFT information incorrectly, the Government remains 
responsible for--
    (i) Making a correct payment;
    (ii) Paying any prompt payment penalty due; and
    (iii) Recovering any erroneously directed funds.
    (2) If an uncompleted or erroneous transfer occurs because the 
Contractor's EFT information was incorrect, or was revised within 30 
days of Government release of the EFT payment transaction instruction to 
the Federal Reserve System, and--
    (i) If the funds are no longer under the control of the payment 
office, the Government is deemed to have made payment and the Contractor 
is responsible for recovery of any erroneously directed funds; or
    (ii) If the funds remain under the control of the payment office, 
the Government shall not make payment, and the provisions of paragraph 
(d) of this clause shall apply.
    (f) EFT and prompt payment. A payment shall be deemed to have been 
made in a timely manner in accordance with the prompt payment terms of 
this contract if, in the EFT payment transaction instruction released to 
the Federal Reserve System, the date specified for settlement of the 
payment is on or before the prompt payment due date, provided the 
specified payment date is a valid date under the rules of the Federal 
Reserve System.
    (g) EFT and assignment of claims. If the Contractor assigns the 
proceeds of this contract as provided for in the assignment of claims 
terms of this contract, the Contractor shall require as a condition of 
any such assignment, that the assignee shall register separately in the 
CCR database and shall be paid by EFT in accordance with the terms of 
this clause. Notwithstanding any other requirement of this contract, 
payment to an ultimate recipient other than the Contractor, or a 
financial institution properly recognized under an assignment of claims 
pursuant to subpart 32.8, is not permitted. In all respects, the 
requirements of this clause shall apply to the assignee as if it were 
the Contractor. EFT information that shows the ultimate recipient of the 
transfer to be other than the Contractor, in the absence of a proper 
assignment of claims acceptable to the Government, is incorrect EFT 
information within the meaning of paragraph (d) of this clause.
    (h) Liability for change of EFT information by financial agent. The 
Government is not liable for errors resulting from changes to EFT 
information made by the Contractor's financial agent.
    (i) Payment information. The payment or disbursing office shall 
forward to the Contractor available payment information that is suitable 
for transmission as of the date of release of the EFT instruction to the 
Federal Reserve System. The Government may request the Contractor to 
designate a desired format and method(s) for delivery of payment 
information from a list of formats and methods the payment office is 
capable of executing. However, the Government does not guarantee that 
any particular format or method of delivery is available at any 
particular payment office and retains the latitude to use the format and 
delivery method most convenient to the Government. If the Government 
makes payment by check in accordance with paragraph (a) of this clause, 
the Government shall mail the payment information to the remittance 
address contained in the CCR database.

                             (End of clause)

[64 FR 10542, Mar. 4, 1999, as amended at 68 FR 56675, Oct. 1, 2003]



 52.232-34  Payment by Electronic Funds Transfer--Other than Central 

Contractor Registration.

    As prescribed in 32.1110(a)(2), insert the following clause:

  Payment by Electronic Funds Transfer--Other Than Central Contractor 
                         Registration (MAY 1999)

    (a) Method of payment. (1) All payments by the Government under this 
contract shall be made by electronic funds transfer (EFT) except as 
provided in paragraph (a)(2) of this clause. As used in this clause, the 
term ``EFT'' refers to the funds transfer and may also include the 
payment information transfer.
    (2) In the event the Government is unable to release one or more 
payments by EFT, the Contractor agrees to either--
    (i) Accept payment by check or some other mutually agreeable method 
of payment; or
    (ii) Request the Government to extend payment due dates until such 
time as the Government makes payment by EFT (but see paragraph (d) of 
this clause).
    (b) Mandatory submission of Contractor's EFT information. (1) The 
Contractor is required to provide the Government with the information 
required to make payment by EFT (see paragraph (j) of this clause). The 
Contractor shall provide this information directly to the office 
designated in this contract to receive that information (hereafter: 
``designated office'') by ------------------ [the Contracting Officer 
shall insert date, days after

[[Page 293]]

award, days before first request, the date specified for receipt of 
offers if the provision at 52.232-38 is utilized, or ``concurrent with 
first request'' as prescribed by the head of the agency; if not 
prescribed, insert ``no later than 15 days prior to submission of the 
first request for payment'']. If not otherwise specified in this 
contract, the payment office is the designated office for receipt of the 
Contractor's EFT information. If more than one designated office is 
named for the contract, the Contractor shall provide a separate notice 
to each office. In the event that the EFT information changes, the 
Contractor shall be responsible for providing the updated information to 
the designated office(s).
    (2) If the Contractor provides EFT information applicable to 
multiple contracts, the Contractor shall specifically state the 
applicability of this EFT information in terms acceptable to the 
designated office. However, EFT information supplied to a designated 
office shall be applicable only to contracts that identify that 
designated office as the office to receive EFT information for that 
contract.
    (c) Mechanisms for EFT payment. The Government may make payment by 
EFT through either the Automated Clearing House (ACH) network, subject 
to the rules of the National Automated Clearing House Association, or 
the Fedwire Transfer System. The rules governing Federal payments 
through the ACH are contained in 31 CFR part 210.
    (d) Suspension of payment. (1) The Government is not required to 
make any payment under this contract until after receipt, by the 
designated office, of the correct EFT payment information from the 
Contractor. Until receipt of the correct EFT information, any invoice or 
contract financing request shall be deemed not to be a proper invoice 
for the purpose of prompt payment under this contract. The prompt 
payment terms of the contract regarding notice of an improper invoice 
and delays in accrual of interest penalties apply.
    (2) If the EFT information changes after submission of correct EFT 
information, the Government shall begin using the changed EFT 
information no later than 30 days after its receipt by the designated 
office to the extent payment is made by EFT. However, the Contractor may 
request that no further payments be made until the updated EFT 
information is implemented by the payment office. If such suspension 
would result in a late payment under the prompt payment terms of this 
contract, the Contractor's request for suspension shall extend the due 
date for payment by the number of days of the suspension.
    (e) Liability for uncompleted or erroneous transfers. (1) If an 
uncompleted or erroneous transfer occurs because the Government used the 
Contractor's EFT information incorrectly, the Government remains 
responsible for--
    (i) Making a correct payment;
    (ii) Paying any prompt payment penalty due; and
    (iii) Recovering any erroneously directed funds.
    (2) If an uncompleted or erroneous transfer occurs because the 
Contractor's EFT information was incorrect, or was revised within 30 
days of Government release of the EFT payment transaction instruction to 
the Federal Reserve System, and--
    (i) If the funds are no longer under the control of the payment 
office, the Government is deemed to have made payment and the Contractor 
is responsible for recovery of any erroneously directed funds; or
    (ii) If the funds remain under the control of the payment office, 
the Government shall not make payment and the provisions of paragraph 
(d) shall apply.
    (f) EFT and prompt payment. A payment shall be deemed to have been 
made in a timely manner in accordance with the prompt payment terms of 
this contract if, in the EFT payment transaction instruction released to 
the Federal Reserve System, the date specified for settlement of the 
payment is on or before the prompt payment due date, provided the 
specified payment date is a valid date under the rules of the Federal 
Reserve System.
    (g) EFT and assignment of claims. If the Contractor assigns the 
proceeds of this contract as provided for in the assignment of claims 
terms of this contract, the Contractor shall require as a condition of 
any such assignment, that the assignee shall provide the EFT information 
required by paragraph (j) of this clause to the designated office, and 
shall be paid by EFT in accordance with the terms of this clause. In all 
respects, the requirements of this clause shall apply to the assignee as 
if it were the Contractor. EFT information that shows the ultimate 
recipient of the transfer to be other than the Contractor, in the 
absence of a proper assignment of claims acceptable to the Government, 
is incorrect EFT information within the meaning of paragraph (d) of this 
clause.
    (h) Liability for change of EFT information by financial agent. The 
Government is not liable for errors resulting from changes to EFT 
information provided by the Contractor's financial agent.
    (i) Payment information. The payment or disbursing office shall 
forward to the Contractor available payment information that is suitable 
for transmission as of the date of release of the EFT instruction to the 
Federal Reserve System. The Government may request the Contractor to 
designate a desired format and method(s) for delivery of payment 
information from a list of formats and methods the payment office is 
capable of executing. However, the Government does

[[Page 294]]

not guarantee that any particular format or method of delivery is 
available at any particular payment office and retains the latitude to 
use the format and delivery method most convenient to the Government. If 
the Government makes payment by check in accordance with paragraph (a) 
of this clause, the Government shall mail the payment information to the 
remittance address in the contract.
    (j) EFT information. The Contractor shall provide the following 
information to the designated office. The Contractor may supply this 
data for this or multiple contracts (see paragraph (b) of this clause). 
The Contractor shall designate a single financial agent per contract 
capable of receiving and processing the EFT information using the EFT 
methods described in paragraph (c) of this clause.
    (1) The contract number (or other procurement identification 
number).
    (2) The Contractor's name and remittance address, as stated in the 
contract(s).
    (3) The signature (manual or electronic, as appropriate), title, and 
telephone number of the Contractor official authorized to provide this 
information.
    (4) The name, address, and 9-digit Routing Transit Number of the 
Contractor's financial agent.
    (5) The Contractor's account number and the type of account 
(checking, saving, or lockbox).
    (6) If applicable, the Fedwire Transfer System telegraphic 
abbreviation of the Contractor's financial agent.
    (7) If applicable, the Contractor shall also provide the name, 
address, telegraphic abbreviation, and 9-digit Routing Transit Number of 
the correspondent financial institution receiving the wire transfer 
payment if the Contractor's financial agent is not directly on-line to 
the Fedwire Transfer System; and, therefore, not the receiver of the 
wire transfer payment.

                             (End of clause)

[64 FR 10543, Mar. 4, 1999]



52.232-35  Designation of Office for Government Receipt of Electronic Funds 

Transfer Information.

    As prescribed in 32.1110(c), insert the following clause:

    Designation of Office for Government Receipt of Electronic Funds 
                     Transfer Information (MAY 1999)

    (a) As provided in paragraph (b) of the clause at 52.232-34, Payment 
by Electronic Funds Transfer--Other than Central Contractor 
Registration, the Government has designated the office cited in 
paragraph (c) of this clause as the office to receive the Contractor's 
electronic funds transfer (EFT) information, in lieu of the payment 
office of this contract.
    (b) The Contractor shall send all EFT information, and any changes 
to EFT information to the office designated in paragraph (c) of this 
clause. The Contractor shall not send EFT information to the payment 
office, or any other office than that designated in paragraph (c). The 
Government need not use any EFT information sent to any office other 
than that designated in paragraph (c).
    (c) Designated Office:
Name:
________________________________________________________________________
________________________________________________________________________
Mailing Address:
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
Telephone Number:
________________________________________________________________________
Person to Contact:
________________________________________________________________________
Electronic Address:
________________________________________________________________________

                             (End of clause)

[64 FR 10544, Mar. 4, 1999]



52.232-36  Payment by Third Party.

    As prescribed in 32.1110(d), insert the following clause:

                    Payment by Third Party (MAY 1999)

    (a) General. The Contractor agrees to accept payments due under this 
contract, through payment by a third party in lieu of payment directly 
from the Government, in accordance with the terms of this clause. The 
third party and, if applicable, the particular Governmentwide commercial 
purchase card to be used are identified elsewhere in this contract.
    (b) Contractor payment request. In accordance with those clauses of 
this contract that authorize the Contractor to submit invoices, contract 
financing requests, other payment requests, or as provided in other 
clauses providing for payment to the Contractor, the Contractor shall 
make such payment requests through a charge to the Government account 
with the third party, at the time and for the amount due in accordance 
with the terms of this contract.
    (c) Payment. The Contractor and the third party shall agree that 
payments due under this contract shall be made upon submittal of payment 
requests to the third party in accordance with the terms and conditions 
of an agreement between the Contractor, the Contractor's financial agent 
(if any), and the third party and its agents (if any). No payment shall 
be due the Contractor until such agreement is made. Payments made or due 
by the third party under this clause are not

[[Page 295]]

payments made by the Government and are not subject to the Prompt 
Payment Act or any implementation thereof in this contract.
    (d) Documentation. Documentation of each charge against the 
Government's account shall be provided to the Contracting Officer upon 
request.
    (e) Assignment of claims. Notwithstanding any other provision of 
this contract, if any payment is made under this clause, then no payment 
under this contract shall be assigned under the provisions of the 
assignment of claims terms of this contract or the Assignment of Claims 
Act of 1940, as amended, 31 U.S.C. 3727, 41 U.S.C. 15.
    (f) Other payment terms. The other payment terms of this contract 
shall govern the content and submission of payment requests. If any 
clause requires information or documents in or with the payment request, 
that is not provided in the third party agreement referenced in 
paragraph (c) of this clause, the Contractor shall obtain instructions 
from the Contracting Officer before submitting such a payment request.

                             (End of clause)

[64 FR 10544, Mar. 4, 1999]



52.232-37  Multiple Payment Arrangements.

    As prescribed in 32.1110(e), insert the following clause:

                Multiple Payment Arrangements (MAY 1999)

    This contract or agreement provides for payments to the Contractor 
through several alternative methods. The applicability of specific 
methods of payment and the designation of the payment office(s) are 
either stated--
    (a) Elsewhere in this contract or agreement; or
    (b) In individual orders placed under this contract or agreement.

                             (End of clause)

[64 FR 10544, Mar. 4, 1999]



52.232-38  Submission of Electronic Funds Transfer Information with Offer.

    As prescribed in 32.1110(g), insert the following provision:

  Submission of Electronic Funds Transfer Information With Offer (MAY 
                                  1999)

    The offeror shall provide, with its offer, the following information 
that is required to make payment by electronic funds transfer (EFT) 
under any contract that results from this solicitation. This submission 
satisfies the requirement to provide EFT information under paragraphs 
(b)(1) and (j) of the clause at 52.232-34, Payment by Electronic Funds 
Transfer--Other than Central Contractor Registration.
    (1) The solicitation number (or other procurement identification 
number).
    (2) The offeror's name and remittance address, as stated in the 
offer.
    (3) The signature (manual or electronic, as appropriate), title, and 
telephone number of the offeror's official authorized to provide this 
information.
    (4) The name, address, and 9-digit Routing Transit Number of the 
offeror's financial agent.
    (5) The offeror's account number and the type of account (checking, 
savings, or lockbox).
    (6) If applicable, the Fedwire Transfer System telegraphic 
abbreviation of the offeror's financial agent.
    (7) If applicable, the offeror shall also provide the name, address, 
telegraphic abbreviation, and 9-digit Routing Transit Number of the 
correspondent financial institution receiving the wire transfer payment 
if the offeror's financial agent is not directly on-line to the Fedwire 
and, therefore, not the receiver of the wire transfer payment.

                           (End of provision)

[64 FR 10544, Mar. 4, 1999]



52.233-1  Disputes.

    As prescribed in 33.215, insert the following clause:

                           Disputes (JUL 2002)

    (a) This contract is subject to the Contract Disputes Act of 1978, 
as amended (41 U.S.C. 601-613).
    (b) Except as provided in the Act, all disputes arising under or 
relating to this contract shall be resolved under this clause.
    (c) Claim, as used in this clause, means a written demand or written 
assertion by one of the contracting parties seeking, as a matter of 
right, the payment of money in a sum certain, the adjustment or 
interpretation of contract terms, or other relief arising under or 
relating to this contract. However, a written demand or written 
assertion by the Contractor seeking the payment of money exceeding 
$100,000 is not a claim under the Act until certified. A voucher, 
invoice, or other routine request for payment that is not in dispute 
when submitted is not a claim under the Act. The submission may be 
converted to a claim under the Act, by complying with the submission and 
certification requirements of this clause, if it is disputed either as 
to liability or amount or is not acted upon in a reasonable time.

[[Page 296]]

    (d)(1) A claim by the Contractor shall be made in writing and, 
unless otherwise stated in this contract, submitted within 6 years after 
accrual of the claim to the Contracting Officer for a written decision. 
A claim by the Government against the Contractor shall be subject to a 
written decision by the Contracting Officer.
    (d)(2)(i) The Contractor shall provide the certification specified 
in paragraph (d)(2)(iii) of this clause when submitting any claim 
exceeding $100,000.
    (ii) The certification requirement does not apply to issues in 
controversy that have not been submitted as all or part of a claim.
    (iii) The certification shall state as follows: ``I certify that the 
claim is made in good faith; that the supporting data are accurate and 
complete to the best of my knowledge and belief; that the amount 
requested accurately reflects the contract adjustment for which the 
Contractor believes the Government is liable; and that I am duly 
authorized to certify the claim on behalf of the Contractor.''
    (3) The certification may be executed by any person duly authorized 
to bind the Contractor with respect to the claim.
    (e) For Contractor claims of $100,000 or less, the Contracting 
Officer must, if requested in writing by the Contractor, render a 
decision within 60 days of the request. For Contractor-certified claims 
over $100,000, the Contracting Officer must, within 60 days, decide the 
claim or notify the Contractor of the date by which the decision will be 
made.
    (f) The Contracting Officer's decision shall be final unless the 
Contractor appeals or files a suit as provided in the Act.
    (g) If the claim by the Contractor is submitted to the Contracting 
Officer or a claim by the Government is presented to the Contractor, the 
parties, by mutual consent, may agree to use alternative dispute 
resolution (ADR). If the Contractor refuses an offer for ADR, the 
Contractor shall inform the Contracting Officer, in writing, of the 
Contractor's specific reasons for rejecting the offer.
    (h) The Government shall pay interest on the amount found due and 
unpaid from (1) the date that the Contracting Officer receives the claim 
(certified, if required); or (2) the date that payment otherwise would 
be due, if that date is later, until the date of payment. With regard to 
claims having defective certifications, as defined in (FAR) 48 CFR 
33.201, interest shall be paid from the date that the Contracting 
Officer initially receives the claim. Simple interest on claims shall be 
paid at the rate, fixed by the Secretary of the Treasury as provided in 
the Act, which is applicable to the period during which the Contracting 
Officer receives the claim and then at the rate applicable for each 6-
month period as fixed by the Treasury Secretary during the pendency of 
the claim.
    (i) The Contractor shall proceed diligently with performance of this 
contract, pending final resolution of any request for relief, claim, 
appeal, or action arising under the contract, and comply with any 
decision of the Contracting Officer.

                             (End of clause)

    Alternate I (DEC 1991). As prescribed in 33.215, substitute the 
following paragraph (i) for paragraph (i) of the basic clause:

    (i) The Contractor shall proceed diligently with performance of this 
contract, pending final resolution of any request for relief, claim, 
appeal, or action arising under or relating to the contract, and comply 
with any decision of the Contracting Officer.

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985; 
51 FR 36972, Oct. 16, 1986; 56 FR 67417, Dec. 30, 1991; 59 FR 11382, 
Mar. 10, 1994; 60 FR 48230, Sept. 18, 1995; 63 FR 58595, Oct. 30, 1998; 
67 FR 43514, June 27, 2002; 67 FR 47635, July 19, 2002]



52.233-2  Service of Protest.

    As prescribed in 33.106(a), insert the following provision:

                      Service of Protest (SEP 2006)

    (a) Protests, as defined in section 33.101 of the Federal 
Acquisition Regulation, that are filed directly with an agency, and 
copies of any protests that are filed with the Government Accountability 
Office (GAO), shall be served on the Contracting Officer (addressed as 
follows) by obtaining written and dated acknowledgment of receipt from 
------. [Contracting Officer designate the official or location where a 
protest may be served on the Contracting Officer.]
    (b) The copy of any protest shall be received in the office 
designated above within one day of filing a protest with the GAO.

                           (End of provision)

[61 FR 41471, Aug. 8, 1996, as amended at 71 FR 57380, Sept. 28, 2006]



52.233-3  Protest After Award.

    As prescribed in 33.106(b), insert the following clause:

                     Protest After Award (AUG 1996)

    (a) Upon receipt of a notice of protest (as defined in FAR 33.101) 
or a determination that a protest is likely (see FAR 33.102(d)), the 
Contracting Officer may, by written order to the Contractor, direct the 
Contractor to stop performance of the work called for by this contract. 
The order shall be specifically identified as a stop-work

[[Page 297]]

order issued under this clause. Upon receipt of the order, the 
Contractor shall immediately comply with its terms and take all 
reasonable steps to minimize the incurrence of costs allocable to the 
work covered by the order during the period of work stoppage. Upon 
receipt of the final decision in the protest, the Contracting Officer 
shall either--
    (1) Cancel the stop-work order; or
    (2) Terminate the work covered by the order as provided in the 
Default, or the Termination for Convenience of the Government, clause of 
this contract.
    (b) If a stop-work order issued under this clause is canceled either 
before or after a final decision in the protest, the Contractor shall 
resume work. The Contracting Officer shall make an equitable adjustment 
in the delivery schedule or contract price, or both, and the contract 
shall be modified, in writing, accordingly, if--
    (1) The stop-work order results in an increase in the time required 
for, or in the Contractor's cost properly allocable to, the performance 
of any part of this contract; and
    (2) The Contractor asserts its right to an adjustment within 30 days 
after the end of the period of work stoppage; provided, that if the 
Contracting Officer decides the facts justify the action, the 
Contracting Officer may receive and act upon a proposal submitted at any 
time before final payment under this contract.
    (c) If a stop-work order is not canceled and the work covered by the 
order is terminated for the convenience of the Government, the 
Contracting Officer shall allow reasonable costs resulting from the 
stop-work order in arriving at the termination settlement.
    (d) If a stop-work order is not canceled and the work covered by the 
order is terminated for default, the Contracting Officer shall allow, by 
equitable adjustment or otherwise, reasonable costs resulting from the 
stop-work order.
    (e) The Government's rights to terminate this contract at any time 
are not affected by action taken under this clause.
    (f) If, as the result of the Contractor's intentional or negligent 
misstatement, misrepresentation, or miscertification, a protest related 
to this contract is sustained, and the Government pays costs, as 
provided in FAR 33.102(b)(2) or 33.104(h)(1), the Government may require 
the Contractor to reimburse the Government the amount of such costs. In 
addition to any other remedy available, and pursuant to the requirements 
of subpart 32.6, the Government may collect this debt by offsetting the 
amount against any payment due the Contractor under any contract between 
the Contractor and the Government.

                             (End of clause)

    Alternate I (JUN 1985). As prescribed in 33.106(b), substitute in 
paragraph (a)(2) the words ``the Termination clause of this contract'' 
for the words ``the Default, or the Termination for Convenience of the 
Government clause of this contract.'' In paragraph (b) substitute the 
words ``an equitable adjustment in the delivery schedule, the estimated 
cost, the fee, or a combination thereof, and in any other terms of the 
contract that may be affected'' for the words ``an equitable adjustment 
in the delivery schedule or contract price, or both.''

[50 FR 25681, June 20, 1985, as amended at 54 FR 29284, July 11, 1989; 
60 FR 48231, 48276, Sept. 18, 1995; 61 FR 41472, Aug. 8, 1996]



52.233-4  Applicable Law for Breach of Contract Claim.

    As prescribed in 33.215(b), insert the following clause:

         Applicable Law for Breach of Contract Claim (OCT 2004)

    United States law will apply to resolve any claim of breach of this 
contract.

                             (End of clause)

[69 FR 59701, Oct. 5, 2004]



52.234-1  Industrial Resources Developed Under Defense Production Act Title 

III.

    As prescribed at 34.104, insert the following clause:

 Industrial Resources Developed Under Defense Production Act Title III 
                               (DEC 1994)

    (a) Definitions.
    Title III industrial resource means materials, services, processes, 
or manufacturing equipment (including the processes, technologies, and 
ancillary services for the use of such equipment) established or 
maintained under the authority of Title III, Defense Production Act (50 
U.S.C. App. 2091-2093).
    Title III project contractor means a Contractor that has received 
assistance for the development or manufacture of an industrial resource 
under 50 U.S.C. App. 2091-2093, Defense Production Act.
    (b) The Contractor shall refer any request from a Title III project 
contractor for testing and qualification of a Title III industrial 
resource to the Contracting Officer.
    (c) Upon the direction of the Contracting Officer, the Contractor 
shall test Title III industrial resources for qualification. The 
Contractor shall provide the test results to the

[[Page 298]]

Defense Production Act Office, Title III Program, located at Wright 
Patterson Air Force Base, Ohio 45433-7739.
    (d) When the Contracting Officer modifies the contract to direct 
testing pursuant to this clause, the Government will provide the Title 
III industrial resource to be tested and will make an equitable 
adjustment in the contract for the costs of testing and qualification of 
the Title III industrial resource.
    (e) The Contractor agrees to insert the substance of this clause, 
including paragraph (e), in every subcontract issued in performance of 
this contract.

                             (End of clause)

[59 FR 67048, Dec. 28, 1994; 60 FR 5870, Jan. 31, 1995]



52.234-2  Notice of Earned Value Management System--Pre-Award IBR.

    As prescribed in 34.203(a) use the following provision:

   Notice of Earned Value Management System--Pre-Award IBR (JUL 2006)

    (a) The offeror shall provide documentation that the Cognizant 
Federal Agency has determined that the proposed earned value management 
system (EVMS) complies with the EVMS guidelines in ANSI/EIA Standard - 
748 (current version at time of solicitation).
    (b) If the offeror proposes to use a system that has not been 
determined to be in compliance with the requirements of paragraph (a) of 
this provision, the offeror shall submit a comprehensive plan for 
compliance with the EVMS guidelines.
    (1) The plan shall--
    (i) Describe the EVMS the offeror intends to use in performance of 
the contracts;
    (ii) Distinguish between the offeror's existing management system 
and modifications proposed to meet the guidelines;
    (iii) Describe the management system and its application in terms of 
the EVMS guidelines;
    (iv) Describe the proposed procedure for administration of the 
guidelines, as applied to subcontractors; and
    (v) Provide documentation describing the process and results of any 
third-party or self-evaluation of the system's compliance with the EVMS 
guidelines.
    (2) The offeror shall provide information and assistance as required 
by the Contracting Officer to support review of the plan.
    (3) The Government will review and approve the offeror's plan for an 
EVMS before contract award.
    (4) The offeror's EVMS plan must provide milestones that indicate 
when the offeror anticipates that the EVM system will be compliant with 
the ANSI/EIA Standard - 748 guidelines.
    (c) Offerors shall identify the major subcontractors, or major 
subcontracted effort if major subcontractors have not been selected 
subject to the guidelines. The prime Contractor and the Government shall 
agree to subcontractors selected for application of the EVMS guidelines.
    (d) The Government will conduct an Integrated Baseline Review (IBR), 
as designated by the agency, prior to contract award. The objective of 
the IBR is for the Government and the Contractor to jointly assess 
technical areas, such as the Contractor's planning, to ensure complete 
coverage of the contract requirements, logical scheduling of the work 
activities, adequate resources, methodologies for earned value (budgeted 
cost for work performed (BCWP)), and identification of inherent risks.

                           (End of provision)

[71 FR 38246, July 5, 2006]



52.234-3  Notice of Earned Value Management System--Post Award IBR.

    As prescribed in 34.203(b) use the following provision:

   Notice of Earned Value Management System--Post Award IBR (JUL 2006)

    (a) The offeror shall provide documentation that the Cognizant 
Federal Agency has determined that the proposed earned value management 
system (EVMS) complies with the EVMS guidelines in ANSI/EIA Standard -
748 (current version at time of solicitation).
    (b) If the offeror proposes to use a system that has not been 
determined to be in compliance with the requirements of paragraph (a) of 
this provision, the offeror shall submit a comprehensive plan for 
compliance with the EVMS guidelines.
    (1) The plan shall--
    (i) Describe the EVMS the offeror intends to use in performance of 
the contracts;
    (ii) Distinguish between the offeror's existing management system 
and modifications proposed to meet the guidelines;
    (iii) Describe the management system and its application in terms of 
the EVMS guidelines;
    (iv) Describe the proposed procedure for administration of the 
guidelines, as applied to subcontractors; and
    (v) Provide documentation describing the process and results of any 
third-party or self-evaluation of the system's compliance with the EVMS 
guidelines.
    (2) The offeror shall provide information and assistance as required 
by the Contracting Officer to support review of the plan.

[[Page 299]]

    (3) The Government will review and approve the offeror's plan for an 
EVMS before contract award.
    (4) The offeror's EVMS plan must provide milestones that indicate 
when the offeror anticipates that the EVM system will be compliant with 
the ANSI/EIA Standard -748 guidelines.
    (c) Offerors shall identify the major subcontractors, or major 
subcontracted effort if major subcontractors have not been selected, 
planned for application of the guidelines. The prime Contractor and the 
Government shall agree to subcontractors selected for application of the 
EVMS guidelines.

                           (End of provision)

[71 FR 38246, July 5, 2006]



52.234-4  Earned Value Management System.

    As prescribed in 34.203(c), insert the following clause:

                Earned Value Management System (JUL 2006)

    (a) The Contractor shall use an earned value management system 
(EVMS) that has been determined by the Cognizant Federal Agency (CFA) to 
be compliant with the guidelines in ANSI/EIA Standard - 748 (current 
version at the time of award) to manage this contract. If the 
Contractor's current EVMS has not been determined compliant at the time 
of award, see paragraph (b) of this clause. The Contractor shall submit 
reports in accordance with the requirements of this contract.
    (b) If, at the time of award, the Contractor's EVM System has not 
been determined by the CFA as complying with EVMS guidelines or the 
Contractor does not have an existing cost/schedule control system that 
is compliant with the guidelines in ANSI/EIA Standard - 748 (current 
version at time of award), the Contractor shall--
    (1) Apply the current system to the contract; and
    (2) Take necessary actions to meet the milestones in the 
Contractor's EVMS plan approved by the Contracting Officer.
    (c) The Government will conduct an Integrated Baseline Review (IBR). 
If a pre-award IBR has not been conducted, a post award IBR shall be 
conducted as early as practicable after contract award.
    (d) The Contracting Officer may require an IBR at--
    (1) Exercise of significant options; or
    (2) Incorporation of major modifications.
    (e) Unless a waiver is granted by the CFA, Contractor proposed EVMS 
changes require approval of the CFA prior to implementation. The CFA 
will advise the Contractor of the acceptability of such changes within 
30 calendar days after receipt of the notice of proposed changes from 
the Contractor. If the advance approval requirements are waived by the 
CFA, the Contractor shall disclose EVMS changes to the CFA at least 14 
calendar days prior to the effective date of implementation.
    (f) The Contractor shall provide access to all pertinent records and 
data requested by the Contracting Officer or a duly authorized 
representative as necessary to permit Government surveillance to ensure 
that the EVMS conforms, and continues to conform, with the performance 
criteria referenced in paragraph (a) of this clause.
    (g) The Contractor shall require the subcontractors specified below 
to comply with the requirements of this clause: [Insert list of 
applicable subcontractors.]
    --------------------
    --------------------
    --------------------

                             (End of clause)

[71 FR 38246, July 5, 2006]



52.235  [Reserved]



52.236-1  Performance of Work by the Contractor.

    As prescribed in 36.501(b), insert the following clause: [Complete 
the clause by inserting the appropriate percentage consistent with the 
complexity and magnitude of the work and customary or necessary 
specialty subcontracting (see 36.501(a)).]

            Performance of Work by the Contractor (APR 1984)

    The Contractor shall perform on the site, and with its own 
organization, work equivalent to at least ------ [insert the appropriate 
number in words followed by numerals in parentheses] percent of the 
total amount of work to be performed under the contract. This percentage 
may be reduced by a supplemental agreement to this contract if, during 
performing the work, the Contractor requests a reduction and the 
Contracting Officer determines that the reduction would be to the 
advantage of the Government.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 57369, Sept. 28, 2006]



52.236-2  Differing Site Conditions.

    As prescribed in 36.502, insert the following clause:

[[Page 300]]

                  Differing Site Conditions (APR 1984)

    (a) The Contractor shall promptly, and before the conditions are 
disturbed, give a written notice to the Contracting Officer of (1) 
subsurface or latent physical conditions at the site which differ 
materially from those indicated in this contract, or (2) unknown 
physical conditions at the site, of an unusual nature, which differ 
materially from those ordinarily encountered and generally recognized as 
inhering in work of the character provided for in the contract.
    (b) The Contracting Officer shall investigate the site conditions 
promptly after receiving the notice. If the conditions do materially so 
differ and cause an increase or decrease in the Contractor's cost of, or 
the time required for, performing any part of the work under this 
contract, whether or not changed as a result of the conditions, an 
equitable adjustment shall be made under this clause and the contract 
modified in writing accordingly.
    (c) No request by the Contractor for an equitable adjustment to the 
contract under this clause shall be allowed, unless the Contractor has 
given the written notice required; provided, that the time prescribed in 
(a) above for giving written notice may be extended by the Contracting 
Officer.
    (d) No request by the Contractor for an equitable adjustment to the 
contract for differing site conditions shall be allowed if made after 
final payment under this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-3  Site Investigation and Conditions Affecting the Work.

    As prescribed in 36.503, insert the following clause:

     Site Investigation and Conditions Affecting the Work (APR 1984)

    (a) The Contractor acknowledges that it has taken steps reasonably 
necessary to ascertain the nature and location of the work, and that it 
has investigated and satisfied itself as to the general and local 
conditions which can affect the work or its cost, including but not 
limited to (1) conditions bearing upon transportation, disposal, 
handling, and storage of materials; (2) the availability of labor, 
water, electric power, and roads; (3) uncertainties of weather, river 
stages, tides, or similar physical conditions at the site; (4) the 
conformation and conditions of the ground; and (5) the character of 
equipment and facilities needed preliminary to and during work 
performance. The Contractor also acknowledges that it has satisfied 
itself as to the character, quality, and quantity of surface and 
subsurface materials or obstacles to be encountered insofar as this 
information is reasonably ascertainable from an inspection of the site, 
including all exploratory work done by the Government, as well as from 
the drawings and specifications made a part of this contract. Any 
failure of the Contractor to take the actions described and acknowledged 
in this paragraph will not relieve the Contractor from responsibility 
for estimating properly the difficulty and cost of successfully 
performing the work, or for proceeding to successfully perform the work 
without additional expense to the Government.
    (b) The Government assumes no responsibility for any conclusions or 
interpretations made by the Contractor based on the information made 
available by the Government. Nor does the Government assume 
responsibility for any understanding reached or representation made 
concerning conditions which can affect the work by any of its officers 
or agents before the execution of this contract, unless that 
understanding or representation is expressly stated in this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-4  Physical Data.

    As prescribed in 36.504, insert the following clause in 
solicitations and contracts when a fixed-price construction contract is 
contemplated and physical data (e.g., test borings, hydrographic, 
weather conditions data) will be furnished or made available to 
offerors. All information to be furnished or made available to offerors 
before award that pertains to the performance of the work should be 
identified in the clause. When subparagraphs are not applicable they may 
be deleted.

                        Physical Data (APR 1984)

    Data and information furnished or referred to below is for the 
Contractor's information. The Government shall not be responsible for 
any interpretation of or conclusion drawn from the data or information 
by the Contractor.
    (a) The indications of physical conditions on the drawings and in 
the specifications are the result of site investigations by ------ 
[insert a description of investigational methods used, such as surveys, 
auger borings, core borings, test pits, probings, test tunnels].
    (b) Weather conditions ------ [insert a summary of weather records 
and warnings].

[[Page 301]]

    (c) Transportation facilities ------ [insert a summary of 
transportation facilities providing access from the site, including 
information about their availability and limitations].
    (d) ------ [Insert other pertinent information].

                             (End of clause)



52.236-5  Material and Workmanship.

    As prescribed in 36.505, insert the following clause:

                   Material and Workmanship (APR 1984)

    (a) All equipment, material, and articles incorporated into the work 
covered by this contract shall be new and of the most suitable grade for 
the purpose intended, unless otherwise specifically provided in this 
contract. References in the specifications to equipment, material, 
articles, or patented processes by trade name, make, or catalog number, 
shall be regarded as establishing a standard of quality and shall not be 
construed as limiting competition. The Contractor may, at its option, 
use any equipment, material, article, or process that, in the judgment 
of the Contracting Officer, is equal to that named in the 
specifications, unless otherwise specifically provided in this contract.
    (b) The Contractor shall obtain the Contracting Officer's approval 
of the machinery and mechanical and other equipment to be incorporated 
into the work. When requesting approval, the Contractor shall furnish to 
the Contracting Officer the name of the manufacturer, the model number, 
and other information concerning the performance, capacity, nature, and 
rating of the machinery and mechanical and other equipment. When 
required by this contract or by the Contracting Officer, the Contractor 
shall also obtain the Contracting Officer's approval of the material or 
articles which the Contractor contemplates incorporating into the work. 
When requesting approval, the Contractor shall provide full information 
concerning the material or articles. When directed to do so, the 
Contractor shall submit samples for approval at the Contractor's 
expense, with all shipping charges prepaid. Machinery, equipment, 
material, and articles that do not have the required approval shall be 
installed or used at the risk of subsequent rejection.
    (c) All work under this contract shall be performed in a skillful 
and workmanlike manner. The Contracting Officer may require, in writing, 
that the Contractor remove from the work any employee the Contracting 
Officer deems incompetent, careless, or otherwise objectionable.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 48995, Nov. 28, 1989]



52.236-6  Superintendence by the Contractor.

    As prescribed in 36.506, insert the following clause:

              Superintendence by the Contractor (APR 1984)

    At all times during performance of this contract and until the work 
is completed and accepted, the Contractor shall directly superintend the 
work or assign and have on the work a competent superintendent who is 
satisfactory to the Contracting Officer and has authority to act for the 
Contractor.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-7  Permits and Responsibilities.

    As prescribed in 36.507, insert the following clause:

                 Permits and Responsibilities (NOV 1991)

    The Contractor shall, without additional expense to the Government, 
be responsible for obtaining any necessary licenses and permits, and for 
complying with any Federal, State, and municipal laws, codes, and 
regulations applicable to the performance of the work. The Contractor 
shall also be responsible for all damages to persons or property that 
occur as a result of the Contractor's fault or negligence. The 
Contractor shall also be responsible for all materials delivered and 
work performed until completion and acceptance of the entire work, 
except for any completed unit of work which may have been accepted under 
the contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 48995, Nov. 28, 1989; 
56 FR 55376, Oct. 25, 1992]



52.236-8  Other Contracts.

    As prescribed in 36.508, insert the following clause:

                       Other Contracts (APR 1984)

    The Government may undertake or award other contracts for additional 
work at or near the site of the work under this contract. The Contractor 
shall fully cooperate with the other contractors and with Government

[[Page 302]]

employees and shall carefully adapt scheduling and performing the work 
under this contract to accommodate the additional work, heeding any 
direction that may be provided by the Contracting Officer. The 
Contractor shall not commit or permit any act that will interfere with 
the performance of work by any other contractor or by Government 
employees.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-9  Protection of Existing Vegetation, Structures, Equipment, Utilities, 

and Improvements.

    As prescribed in 36.509, insert the following clause:

Protection of Existing Vegetation, Structures, Equipment, Utilities, and 
                         Improvements (APR 1984)

    (a) The Contractor shall preserve and protect all structures, 
equipment, and vegetation (such as trees, shrubs, and grass) on or 
adjacent to the work site, which are not to be removed and which do not 
unreasonably interfere with the work required under this contract. The 
Contractor shall only remove trees when specifically authorized to do 
so, and shall avoid damaging vegetation that will remain in place. If 
any limbs or branches of trees are broken during contract performance, 
or by the careless operation of equipment, or by workmen, the Contractor 
shall trim those limbs or branches with a clean cut and paint the cut 
with a tree-pruning compound as directed by the Contracting Officer.
    (b) The Contractor shall protect from damage all existing 
improvements and utilities (1) at or near the work site and (2) on 
adjacent property of a third party, the locations of which are made 
known to or should be known by the Contractor. The Contractor shall 
repair any damage to those facilities, including those that are the 
property of a third party, resulting from failure to comply with the 
requirements of this contract or failure to exercise reasonable care in 
performing the work. If the Contractor fails or refuses to repair the 
damage promptly, the Contracting Officer may have the necessary work 
performed and charge the cost to the Contractor.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-10  Operations and Storage Areas.

    As prescribed in 36.510, insert the following clause:

                 Operations and Storage Areas (APR 1984)

    (a) The Contractor shall confine all operations (including storage 
of materials) on Government premises to areas authorized or approved by 
the Contracting Officer. The Contractor shall hold and save the 
Government, its officers and agents, free and harmless from liability of 
any nature occasioned by the Contractor's performance.
    (b) Temporary buildings (e.g., storage sheds, shops, offices) and 
utilities may be erected by the Contractor only with the approval of the 
Contracting Officer and shall be built with labor and materials 
furnished by the Contractor without expense to the Government. The 
temporary buildings and utilities shall remain the property of the 
Contractor and shall be removed by the Contractor at its expense upon 
completion of the work. With the written consent of the Contracting 
Officer, the buildings and utilities may be abandoned and need not be 
removed.
    (c) The Contractor shall, under regulations prescribed by the 
Contracting Officer, use only established roadways, or use temporary 
roadways constructed by the Contractor when and as authorized by the 
Contracting Officer. When materials are transported in prosecuting the 
work, vehicles shall not be loaded beyond the loading capacity 
recommended by the manufacturer of the vehicle or prescribed by any 
Federal, State, or local law or regulation. When it is necessary to 
cross curbs or sidewalks, the Contractor shall protect them from damage. 
The Contractor shall repair or pay for the repair of any damaged curbs, 
sidewalks, or roads.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-11  Use and Possession Prior to Completion.

    As prescribed in 36.511, insert the following clause:

            Use and Possession Prior to Completion (APR 1984)

    (a) The Government shall have the right to take possession of or use 
any completed or partially completed part of the work. Before taking 
possession of or using any work, the Contracting Officer shall furnish 
the Contractor a list of items of work remaining to be performed or 
corrected on those portions of the work that the Government intends to 
take possession of or use. However, failure of the Contracting Officer 
to list any item of

[[Page 303]]

work shall not relieve the Contractor of responsibility for complying 
with the terms of the contract. The Government's possession or use shall 
not be deemed an acceptance of any work under the contract.
    (b) While the Government has such possession or use, the Contractor 
shall be relieved of the responsibility for the loss of or damage to the 
work resulting from the Government's possession or use, notwithstanding 
the terms of the clause in this contract entitled Permits and 
Responsibilities. If prior possession or use by the Government delays 
the progress of the work or causes additional expense to the Contractor, 
an equitable adjustment shall be made in the contract price or the time 
of completion, and the contract shall be modified in writing 
accordingly.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-12  Cleaning Up.

    As prescribed in 36.512, insert the following clause:

                         Cleaning Up (APR 1984)

    The Contractor shall at all times keep the work area, including 
storage areas, free from accumulations of waste materials. Before 
completing the work, the Contractor shall remove from the work and 
premises any rubbish, tools, scaffolding, equipment, and materials that 
are not the property of the Government. Upon completing the work, the 
Contractor shall leave the work area in a clean, neat, and orderly 
condition satisfactory to the Contracting Officer.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.236-13  Accident Prevention.

    As prescribed in 36.513, insert the following clause:

                     Accident Prevention (NOV 1991)

    (a) The Contractor shall provide and maintain work environments and 
procedures which will (1) safeguard the public and Government personnel, 
property, materials, supplies, and equipment exposed to Contractor 
operations and activities; (2) avoid interruptions of Government 
operations and delays in project completion dates; and (3) control costs 
in the performance of this contract.
    (b) For these purposes on contracts for construction or dismantling, 
demolition, or removal of improvements, the Contractor shall--
    (1) Provide appropriate safety barricades, signs, and signal lights;
    (2) Comply with the standards issued by the Secretary of Labor at 29 
CFR part 1926 and 29 CFR part 1910; and
    (3) Ensure that any additional measures the Contracting Officer 
determines to be reasonably necessary for the purposes are taken.
    (c) If this contract is for construction or dismantling, demolition 
or removal of improvements with any Department of Defense agency or 
component, the Contractor shall comply with all pertinent provisions of 
the latest version of U.S. Army Corps of Engineers Safety and Health 
Requirements Manual, EM 385-1-1, in effect on the date of the 
solicitation.
    (d) Whenever the Contracting Officer becomes aware of any 
noncompliance with these requirements or any condition which poses a 
serious or imminent danger to the health or safety of the public or 
Government personnel, the Contracting Officer shall notify the 
Contractor orally, with written confirmation, and request immediate 
initiation of corrective action. This notice, when delivered to the 
Contractor or the Contractor's representative at the work site, shall be 
deemed sufficient notice of the noncompliance and that corrective action 
is required. After receiving the notice, the Contractor shall 
immediately take corrective action. If the Contractor fails or refuses 
to promptly take corrective action, the Contracting Officer may issue an 
order stopping all or part of the work until satisfactory corrective 
action has been taken. The Contractor shall not be entitled to any 
equitable adjustment of the contract price or extension of the 
performance schedule on any stop work order issued under this clause.
    (e) The Contractor shall insert this clause, including this 
paragraph (e), with appropriate changes in the designation of the 
parties, in subcontracts.

                             (End of clause)

    Alternate I (NOV 1991). If the contract will involve (a) work of a 
long duration or hazardous nature, or (b) performance on a Government 
facility that on the advice of technical representatives involves 
hazardous materials or operations that might endanger the safety of the 
public and/or Government personnel or property, add the following 
paragraph (f) to the basic clause:

    (f) Before commencing the work, the Contractor shall--
    (1) Submit a written proposed plan for implementing this clause. The 
plan shall include an analysis of the significant hazards

[[Page 304]]

to life, limb, and property inherent in contract work performance and a 
plan for controlling these hazards; and
    (2) Meet with representatives of the Contracting Officer to discuss 
and develop a mutual understanding relative to administration of the 
overall safety program.

[56 FR 55376, Oct. 25, 1991]



52.236-14  Availability and Use of Utility Services.

    As prescribed in 36.514, insert the following clause in 
solicitations and contracts when a fixed-price construction contract or 
a fixed-price dismantling, demolition, or removal of improvements 
contract is contemplated, the contract is to be performed on Government 
sites when the contracting officer decides (a) that the existing utility 
system is adequate for the needs of both the Government and the 
contractor, and (b) furnishing it is in the Government's interest. When 
this clause is used, the contracting officer shall list the available 
utilities in the contract.

           Availability and Use of Utility Services (APR 1984)

    (a) The Government shall make all reasonably required amounts of 
utilities available to the Contractor from existing outlets and 
supplies, as specified in the contract. Unless otherwise provided in the 
contract, the amount of each utility service consumed shall be charged 
to or paid for by the Contractor at prevailing rates charged to the 
Government or, where the utility is produced by the Government, at 
reasonable rates determined by the Contracting Officer. The Contractor 
shall carefully conserve any utilities furnished without charge.
    (b) The Contractor, at its expense and in a workmanlike manner 
satisfactory to the Contracting Officer, shall install and maintain all 
necessary temporary connections and distribution lines, and all meters 
required to measure the amount of each utility used for the purpose of 
determining charges. Before final acceptance of the work by the 
Government, the Contractor shall remove all the temporary connections, 
distribution lines, meters, and associated paraphernalia.

                             (End of clause)



52.236-15  Schedules for Construction Contracts.

    As prescribed in 36.515, insert the following clause:

             Schedules for Construction Contracts (APR 1984)

    (a) The Contractor shall, within five days after the work commences 
on the contract or another period of time determined by the Contracting 
Officer, prepare and submit to the Contracting Officer for approval 
three copies of a practicable schedule showing the order in which the 
Contractor proposes to perform the work, and the dates on which the 
Contractor contemplates starting and completing the several salient 
features of the work (including acquiring materials, plant, and 
equipment). The schedule shall be in the form of a progress chart of 
suitable scale to indicate appropriately the percentage of work 
scheduled for completion by any given date during the period. If the 
Contractor fails to submit a schedule within the time prescribed, the 
Contracting Officer may withhold approval of progress payments until the 
Contractor submits the required schedule.
    (b) The Contractor shall enter the actual progress on the chart as 
directed by the Contracting Officer, and upon doing so shall immediately 
deliver three copies of the annotated schedule to the Contracting 
Officer. If, in the opinion of the Contracting Officer, the Contractor 
falls behind the approved schedule, the Contractor shall take steps 
necessary to improve its progress, including those that may be required 
by the Contracting Officer, without additional cost to the Government. 
In this circumstance, the Contracting Officer may require the Contractor 
to increase the number of shifts, overtime operations, days of work, 
and/or the amount of construction plant, and to submit for approval any 
supplementary schedule or schedules in chart form as the Contracting 
Officer deems necessary to demonstrate how the approved rate of progress 
will be regained.
    (c) Failure of the Contractor to comply with the requirements of the 
Contracting Officer under this clause shall be grounds for a 
determination by the Contracting Officer that the Contractor is not 
prosecuting the work with sufficient diligence to ensure completion 
within the time specified in the contract. Upon making this 
determination, the Contracting Officer may terminate the Contractor's 
right to proceed with the work, or any separable part of it, in 
accordance with the default terms of this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]

[[Page 305]]



52.236-16  Quantity Surveys.

    As prescribed in 36.516, the contracting officer may insert the 
following clause in solicitations and contracts when a fixed-price 
construction contract providing for unit pricing of items and for 
payment based on quantity surveys is contemplated:

                       Quantity Surveys (APR 1984)

    (a) Quantity surveys shall be conducted, and the data derived from 
these surveys shall be used in computing the quantities of work 
performed and the actual construction completed and in place.
    (b) The Government shall conduct the original and final surveys and 
make the computations based on them. The Contractor shall conduct the 
surveys for any periods for which progress payments are requested and 
shall make the computations based on these surveys. All surveys 
conducted by the Contractor shall be conducted under the direction of a 
representative of the Contracting Officer, unless the Contracting 
Officer waives this requirement in a specific instance.
    (c) Promptly upon completing a survey, the Contractor shall furnish 
the originals of all field notes and all other records relating to the 
survey or to the layout of the work to the Contracting Officer, who 
shall use them as necessary to determine the amount of progress 
payments. The Contractor shall retain copies of all such material 
furnished to the Contracting Officer.

                             (End of clause)

    Alternate I (APR 1984). If it is determined at a level above that of 
the contracting officer that it is impracticable for Government 
personnel to perform the original and final surveys, and the Government 
wishes the contractor to perform these surveys, substitute the following 
paragraph (b) for paragraph (b) of the basic clause:

    (b) The Contractor shall conduct the original and final surveys and 
surveys for any periods for which progress payments are requested. All 
these surveys shall be conducted under the direction of a representative 
of the Contracting Officer, unless the Contracting Officer waives this 
requirement in a specific instance. The Government shall make such 
computations as are necessary to determine the quantities of work 
performed or finally in place. The Contractor shall make the 
computations based on the surveys for any periods for which progress 
payments are requested.



52.236-17  Layout of Work.

    As prescribed in 36.517, insert the following clause in 
solicitations and contracts when a fixed-price construction contract is 
contemplated and use of this clause is appropriate due to a need for 
accurate work layout and for siting verification during work 
performance:

                        Layout of Work (APR 1984)

    The Contractor shall lay out its work from Government-established 
base lines and bench marks indicated on the drawings, and shall be 
responsible for all measurements in connection with the layout. The 
Contractor shall furnish, at its own expense, all stakes, templates, 
platforms, equipment, tools, materials, and labor required to lay out 
any part of the work. The Contractor shall be responsible for executing 
the work to the lines and grades that may be established or indicated by 
the Contracting Officer. The Contractor shall also be responsible for 
maintaining and preserving all stakes and other marks established by the 
Contracting Officer until authorized to remove them. If such marks are 
destroyed by the Contractor or through its negligence before their 
removal is authorized, the Contracting Officer may replace them and 
deduct the expense of the replacement from any amounts due or to become 
due to the Contractor.

                             (End of clause)



52.236-18  Work Oversight in Cost-Reimbursement Construction Contracts.

    As prescribed in 36.518, insert the following clause in 
solicitations and contracts when cost-reimbursement construction 
contracts are contemplated:

 Work Oversight in Cost-Reimbursement Construction Contracts (APR 1984)

    The extent and character of the work to be done by the Contractor 
shall be subject to the general supervision, direction, control, and 
approval of the Contracting Officer.

                             (End of clause)



52.236-19  Organization and Direction of the Work.

    As prescribed in 36.519, insert the following clause in 
solicitations and contracts when a cost-reimbursement construction 
contract is contemplated:

            Organization and Direction of the Work (APR 1984)

    (a) When this contract is executed, the Contractor shall submit to 
the Contracting

[[Page 306]]

Officer a chart showing the general executive and administrative 
organization, the personnel to be employed in connection with the work 
under this contract, and their respective duties. The Contractor shall 
keep the data furnished current by supplementing it as additional 
information becomes available.
    (b) Work performance under this contract shall be under the full-
time resident direction of: (1) the Contractor, if the Contractor is an 
individual; (2) one or more principal partners, if the Contractor is a 
partnership; or (3) one or more senior officers, if Contractor is a 
corporation, association, or similar legal entity. However, if the 
Contracting Officer approves, the Contractor may be represented in the 
direction of the work by a specific person or persons holding positions 
other than those identified in this paragraph.

                             (End of clause)



52.236-20  [Reserved]



52.236-21  Specifications and Drawings for Construction.

    As prescribed in 36.521, insert the following clause:

         Specifications and Drawings for Construction (FEB 1997)

    (a) The Contractor shall keep on the work site a copy of the 
drawings and specifications and shall at all times give the Contracting 
Officer access thereto. Anything mentioned in the specifications and not 
shown on the drawings, or shown on the drawings and not mentioned in the 
specifications, shall be of like effect as if shown or mentioned in 
both. In case of difference between drawings and specifications, the 
specifications shall govern. In case of discrepancy in the figures, in 
the drawings, or in the specifications, the matter shall be promptly 
submitted to the Contracting Officer, who shall promptly make a 
determination in writing. Any adjustment by the Contractor without such 
a determination shall be at its own risk and expense. The Contracting 
Officer shall furnish from time to time such detailed drawings and other 
information as considered necessary, unless otherwise provided.
    (b) Wherever in the specifications or upon the drawings the words 
directed, required, ordered, designated, prescribed, or words of like 
import are used, it shall be understood that the direction, requirement, 
order, designation, or prescription, of the Contracting Officer is 
intended and similarly the words approved, acceptable, satisfactory, or 
words of like import shall mean approved by, or acceptable to, or 
satisfactory to the Contracting Officer, unless otherwise expressly 
stated.
    (c) Where as shown, as indicated, as detailed, or words of similar 
import are used, it shall be understood that the reference is made to 
the drawings accompanying this contract unless stated otherwise. The 
word provided as used herein shall be understood to mean provide 
complete in place, that is furnished and installed.
    (d) Shop drawings means drawings, submitted to the Government by the 
Contractor, subcontractor, or any lower tier subcontractor pursuant to a 
construction contract, showing in detail (1) the proposed fabrication 
and assembly of structural elements and (2) the installation (i.e., 
form, fit, and attachment details) of materials or equipment. It 
includes drawings, diagrams, layouts, schematics, descriptive 
literature, illustrations, schedules, performance and test data, and 
similar materials furnished by the contractor to explain in detail 
specific portions of the work required by the contract. The Government 
may duplicate, use, and disclose in any manner and for any purpose shop 
drawings delivered under this contract.
    (e) If this contract requires shop drawings, the Contractor shall 
coordinate all such drawings, and review them for accuracy, 
completeness, and compliance with contract requirements and shall 
indicate its approval thereon as evidence of such coordination and 
review. Shop drawings submitted to the Contracting Officer without 
evidence of the Contractor's approval may be returned for resubmission. 
The Contracting Officer will indicate an approval or disapproval of the 
shop drawings and if not approved as submitted shall indicate the 
Government's reasons therefor. Any work done before such approval shall 
be at the Contractor's risk. Approval by the Contracting Officer shall 
not relieve the Contractor from responsibility for any errors or 
omissions in such drawings, nor from responsibility for complying with 
the requirements of this contract, except with respect to variations 
described and approved in accordance with (f) below.
    (f) If shop drawings show variations from the contract requirements, 
the Contractor shall describe such variations in writing, separate from 
the drawings, at the time of submission. If the Contracting Officer 
approves any such variation, the Contracting Officer shall issue an 
appropriate contract modification, except that, if the variation is 
minor or does not involve a change in price or in time of performance, a 
modification need not be issued.
    (g) The Contractor shall submit to the Contracting Officer for 
approval four copies (unless otherwise indicated) of all shop drawings 
as called for under the various headings of these specifications. Three 
sets (unless otherwise indicated) of all shop drawings, will be retained 
by the Contracting Officer and one set will be returned to the 
Contractor.

[[Page 307]]

                             (End of clause)

    Alternate I (APR 1984). When record shop drawings are required and 
reproducible shop drawings are needed, add the following sentences to 
paragraph (g) of the basic clause:

Upon completing the work under this contract, the Contractor shall 
furnish a complete set of all shop drawings as finally approved. These 
drawings shall show all changes and revisions made up to the time the 
equipment is completed and accepted.

    Alternate II (APR 1984). When record shop drawings are required and 
reproducible shop drawings are not needed, the following sentences shall 
be added to paragraph (g) of the basic clause:

Upon completing the work under this contract, the Contractor shall 
furnish ------ [Contracting Officer complete by inserting desired 
amount] sets of prints of all shop drawings as finally approved. These 
drawings shall show changes and revisions made up to the time the 
equipment is completed and accepted.

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
56 FR 41744, Aug. 22, 1991; 60 FR 34761, July 3, 1995; 61 FR 67426, Dec. 
20, 1996]



52.236-22  Design Within Funding Limitations.

    As prescribed in 36.609-1(c), insert the following clause:

              Design Within Funding Limitations (APR 1984)

    (a) The Contractor shall accomplish the design services required 
under this contract so as to permit the award of a contract, using 
standard Federal Acquisition Regulation procedures for the construction 
of the facilities designed at a price that does not exceed the estimated 
construction contract price as set forth in paragraph (c) below. When 
bids or proposals for the construction contract are received that exceed 
the estimated price, the contractor shall perform such redesign and 
other services as are necessary to permit contract award within the 
funding limitation. These additional services shall be performed at no 
increase in the price of this contract. However, the Contractor shall 
not be required to perform such additional services at no cost to the 
Government if the unfavorable bids or proposals are the result of 
conditions beyond its reasonable control.
    (b) The Contractor will promptly advise the Contracting Officer if 
it finds that the project being designed will exceed or is likely to 
exceed the funding limitations and it is unable to design a usable 
facility within these limitations. Upon receipt of such information, the 
Contracting Officer will review the Contractor's revised estimate of 
construction cost. The Government may, if it determines that the 
estimated construction contract price set forth in this contract is so 
low that award of a construction contract not in excess of such estimate 
is improbable, authorize a change in scope or materials as required to 
reduce the estimated construction cost to an amount within the estimated 
construction contract price set forth in paragraph (c) below, or the 
Government may adjust such estimated construction contract price. When 
bids or proposals are not solicited or are unreasonably delayed, the 
Government shall prepare an estimate of constructing the design 
submitted and such estimate shall be used in lieu of bids or proposals 
to determine compliance with the funding limitation.
    (c) The estimated construction contract price for the project 
described in this contract is $----.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985]



52.236-23  Responsibility of the Architect-Engineer Contractor.

    As prescribed in 36.609-2(b), insert the following clause:

     Responsibility of the Architect-Engineer Contractor (APR 1984)

    (a) The Contractor shall be responsible for the professional 
quality, technical accuracy, and the coordination of all designs, 
drawings, specifications, and other services furnished by the Contractor 
under this contract. The Contractor shall, without additional 
compensation, correct or revise any errors or deficiencies in its 
designs, drawings, specifications, and other services.
    (b) Neither the Government's review, approval or acceptance of, nor 
payment for, the services required under this contract shall be 
construed to operate as a waiver of any rights under this contract or of 
any cause of action arising out of the performance of this contract, and 
the Contractor shall be and remain liable to the Government in 
accordance with applicable law for all damages to the Government caused 
by the Contractor's negligent performance of any of the services 
furnished under this contract.
    (c) The rights and remedies of the Government provided for under 
this contract are in addition to any other rights and remedies provided 
by law.
    (d) If the Contractor is comprised of more than one legal entity, 
each such entity shall be jointly and severally liable hereunder.

[[Page 308]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985]



52.236-24  Work Oversight in Architect-Engineer Contracts.

    As prescribed in 36.609-3, insert the following clause:

        Work Oversight in Architect-Engineer Contracts (APR 1984)

    The extent and character of the work to be done by the Contractor 
shall be subject to the general oversight, supervision, direction, 
control, and approval of the Contracting Officer.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26904, June 28, 1985]



52.236-25  Requirements for Registration of Designers.

    As prescribed in 36.609-4, insert the following clause:

          Requirements for Registration of Designers (JUN 2003)

    Architects or engineers registered to practice in the particular 
professional field involved in a State, the District of Columbia, or an 
outlying area of the United States shall prepare or review and approve 
the design of architectural, structural, mechanical, electrical, civil, 
or other engineering features of the work.

                             (End of clause)

[68 FR 28087, May 22, 2003]



52.236-26  Preconstruction Conference.

    As prescribed in 36.522, insert the following clause:

                  Preconstruction Conference (FEB 1995)

    If the Contracting Officer decides to conduct a preconstruction 
conference, the successful offeror will be notified and will be required 
to attend. The Contracting Officer's notification will include specific 
details regarding the date, time, and location of the conference, any 
need for attendance by subcontractors, and information regarding the 
items to be discussed.

                             (End of clause)

[59 FR 67050, Dec. 28, 1994]



52.236-27  Site Visit (Construction).

    As prescribed in 36.523, insert a provision substantially the same 
as the following:

                  Site Visit (Construction) (FEB 1995)

    (a) The clauses at 52.236-2, Differing Site Conditions, and 52.236-
3, Site Investigation and Conditions Affecting the Work, will be 
included in any contract awarded as a result of this solicitation. 
Accordingly, offerors or quoters are urged and expected to inspect the 
site where the work will be performed.
    (b) Site visits may be arranged during normal duty hours by 
contacting:
Name:___________________________________________________________________

Address:________________________________________________________________
________________________________________________________________________

Telephone:______________________________________________________________

                           (End of provision)

    Alternate I (FEB 1995). If an organized site visit will be 
conducted, substitute a paragraph substantially the same as the 
following for paragraph (b) of the basic provision:

    (b) An organized site visit has been scheduled for--

________________________________________________________________________
[Insert date and time]

    (c) Participants will meet at--
________________________________________________________________________
[Insert location]

                           (End of provision)

[59 FR 67050, Dec. 28, 1994; 60 FR 14377, Mar. 17, 1995]



52.236-28  Preparation of Proposals--Construction.

    As prescribed in 36.520, insert the following provision:

            Preparation of Proposals--Construction (OCT 1997)

    (a) Proposals must be (1) submitted on the forms furnished by the 
Government or on copies of those forms, and (2) manually signed. The 
person signing a proposal must initial each erasure or change appearing 
on any proposal form.
    (b) The proposal form may require offerors to submit proposed prices 
for one or more items on various bases, including--
    (1) Lump sum price;
    (2) Alternate prices;
    (3) Units of construction; or
    (4) Any combination of paragraphs (b)(1) through (b)(3) of this 
provision.
    (c) If the solicitation requires submission of a proposal on all 
items, failure to do so

[[Page 309]]

may result in the proposal being rejected without further consideration. 
If a proposal on all items is not required, offerors should insert the 
words ``no proposal'' in the space provided for any item on which no 
price is submitted.
    (d) Alternate proposals will not be considered unless this 
solicitation authorizes their submission.

                           (End of provision)

[62 FR 51265, Sept. 30, 1997]



52.237-1  Site Visit.

    As prescribed in 37.110(a), insert the following provision in 
solicitations for services to be performed on Government installations, 
unless the solicitation is for construction:

                          Site Visit (APR 1984)

    Offerors or quoters are urged and expected to inspect the site where 
services are to be performed and to satisfy themselves regarding all 
general and local conditions that may affect the cost of contract 
performance, to the extent that the information is reasonably 
obtainable. In no event shall failure to inspect the site constitute 
grounds for a claim after contract award.

                           (End of provision)



52.237-2  Protection of Government Buildings, Equipment, and Vegetation.

    As prescribed in 37.110(b), insert the following clause in 
solicitations and contracts for services to be performed on Government 
installations, unless a construction contract is contemplated:

Protection of Government Buildings, Equipment, and Vegetation (APR 1984)

    The Contractor shall use reasonable care to avoid damaging existing 
buildings, equipment, and vegetation on the Government installation. If 
the Contractor's failure to use reasonable care causes damage to any of 
this property, the Contractor shall replace or repair the damage at no 
expense to the Government as the Contracting Officer directs. If the 
Contractor fails or refuses to make such repair or replacement, the 
Contractor shall be liable for the cost, which may be deducted from the 
contract price.

                             (End of clause)



52.237-3  Continuity of Services.

    As prescribed in 37.110(c), insert the following clause:

                    Continuity of Services (JAN 1991)

    (a) The Contractor recognizes that the services under this contract 
are vital to the Government and must be continued without interruption 
and that, upon contract expiration, a successor, either the Government 
or another contractor, may continue them. The Contractor agrees to (1) 
furnish phase-in training and (2) exercise its best efforts and 
cooperation to effect an orderly and efficient transition to a 
successor.
    (b) The Contractor shall, upon the Contracting Officer's written 
notice, (1) furnish phase-in, phase-out services for up to 90 days after 
this contract expires and (2) negotiate in good faith a plan with a 
successor to determine the nature and extent of phase-in, phase-out 
services required. The plan shall specify a training program and a date 
for transferring responsibilities for each division of work described in 
the plan, and shall be subject to the Contracting Officer's approval. 
The Contractor shall provide sufficient experienced personnel during the 
phase-in, phase-out period to ensure that the services called for by 
this contract are maintained at the required level of proficiency.
    (c) The Contractor shall allow as many personnel as practicable to 
remain on the job to help the successor maintain the continuity and 
consistency of the services required by this contract. The Contractor 
also shall disclose necessary personnel records and allow the successor 
to conduct on-site interviews with these employees. If selected 
employees are agreeable to the change, the Contractor shall release them 
at a mutually agreeable date and negotiate transfer of their earned 
fringe benefits to the successor.
    (d) The Contractor shall be reimbursed for all reasonable phase-in, 
phase-out costs (i.e., costs incurred within the agreed period after 
contract expiration that result from phase-in, phase-out operations) and 
a fee (profit) not to exceed a pro rata portion of the fee (profit) 
under this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52799, Dec. 21, 1990; 
62 FR 40238, July 25, 1997]



52.237-4  Payment by Government to Contractor.

    As prescribed in 37.304(a), insert the following clause in 
solicitations and contracts solely for dismantling, demolition, or 
removal of improvements whenever the contracting officer determines that 
the Government shall make payment to the contractor in addition

[[Page 310]]

to any title to property that the contractor may receive under the 
contract:

             Payment by Government to Contractor (APR 1984)

    (a) In ---- [insert full if Alternate I is used; otherwise insert 
partial] consideration of the performance of the work called for in the 
Schedule, the Government will pay to the Contractor ---- [fill in 
amount].
    (b) The Government shall make progress payments monthly as the work 
proceeds, or at more frequent intervals as determined by the Contracting 
Officer, on estimates approved by the Contracting Officer. Except as 
provided in paragraph (c) below, in making progress payments the 
Contracting Officer shall retain 10 percent of the estimated payment 
until final completion and acceptance of the contract work. However, if 
the Contracting Officer finds that satisfactory progress was achieved 
during any period for which a progress payment is to be made, the 
Contracting Officer may authorize such payment in full, without 
retaining a percentage. Also, on completion and acceptance of each unit 
or division for which the price is stated separately, the Contracting 
Officer may authorize full payment for that unit or division without 
retaining a percentage.
    (c) When the work is substantially completed, the Contracting 
Officer shall retain an amount considered adequate for the protection of 
the Government and, at the Contracting Officer's discretion, may release 
all or a portion of any excess amount.
    (d) In further consideration of performance, the Contractor shall 
receive title to all property to be dismantled or demolished that is not 
specifically designated as being retained by the Government. The title 
shall vest in the Contractor immediately upon the Government's issuing 
the notice of award, or if a performance bond is to be furnished after 
award, upon the Government's issuance of a notice to proceed with the 
work. The Government shall not be responsible for the condition of, or 
any loss or damage to, the property. If the Contractor does not wish to 
remove from the site any of the property acquired, the Contracting 
Officer may, upon written request, grant the Contractor permission to 
leave the property on the premises. As a condition to the granting of 
this permission, the Contractor agrees to waive any right, title, claim, 
or interest in and to the property.
    (e) Upon completion and acceptance of all work and receipt of a 
properly executed voucher, the Government shall make final payment of 
the amount due the Contractor under this contract. If requested, the 
Contractor shall release all claims against the Government arising under 
this contract, other than any claims the Contractor specifically 
excepts, in stated amounts, from operation of this release.

                             (End of clause)

    Alternate I (APR 1984). If the contracting officer determines that 
the Government shall retain all material resulting from the dismantling 
or demolition work, delete paragraph (d) from the basic clause and 
renumber the remaining paragraphs.



52.237-5  Payment by Contractor to Government.

    As prescribed in 37.304(b), insert the following clause in 
solicitations and contracts for dismantling, demolition, or removal of 
improvements whenever the contractor is to receive title to dismantled 
or demolished property and a net amount of compensation is due to the 
Government, except if the contracting officer determines that it would 
be advantageous to the Government for the contractor to pay in 
increments and the Government to transfer title to the contractor for 
increments of property only upon receipt of those payments:

             Payment by Contractor to Government (APR 1984)

    (a) The Contractor shall receive title to all property to be 
dismantled, demolished, or removed under this contract and not 
specifically designated in the Schedule as being retained by the 
Government. The title shall vest in the Contractor immediately upon the 
Government's issuing the notice of award, or if a performance bond is to 
be furnished, upon the Government's issuing a notice to proceed with the 
work. The Government shall not be responsible for the condition of, or 
any loss or damage to, the property.
    (b) The Contractor shall promptly remove from the site all property 
acquired by the Contractor. The Government shall not permit storage of 
property on the site beyond the completion date. If the Contractor does 
not wish to remove from the site any of the property acquired, the 
Contracting Officer may, upon written request, grant the Contractor 
permission to leave the property on the premises. As a condition of the 
granting of the permission, the Contractor agrees to waive any right, 
title, claim, or interest in and to the property.
    (c) The Contractor shall perform the work called for under this 
contract and within -- days of receipt of notice of award, unless 
otherwise provided in the Schedule and before proceeding with the work, 
shall pay ---- [fill in amount]. Checks shall be made payable

[[Page 311]]

to the office designated in the contract and shall be forwarded to the 
Contracting Officer.

                             (End of clause)



52.237-6  Incremental Payment by Contractor to Government.

    As prescribed in 37.304(c), insert the following clause in 
solicitations and contracts for dismantling, demolition, or removal of 
improvements (a) if the contractor is to receive title to dismantled or 
demolished property and a net amount of compensation is due the 
Government, and (b) if the contracting officer determines that it would 
be advantageous to the Government for the contractor to pay in 
increments, and for the Government to transfer title to the contractor 
for increments of property, only upon receipt of those payments:

       Incremental Payment by Contractor to Government (APR 1984)

    (a) The Contractor shall perform the work called for under this 
contract and within -- days of receipt of notice of award, unless 
otherwise provided in the Schedule, and before proceeding with the work, 
shall pay ---- [fill in amount]. Thereafter, the Contractor shall make 
payment to the Government in the amount and frequency specified in the 
Schedule. Checks shall be made payable to the office designated in the 
contract and shall be forwarded to the Contracting Officer.
    (b) Upon the Government's receipt of each increment of payment, the 
Contractor shall receive title to such property as the Contracting 
Officer determines to be fair and reasonable for that increment of 
payment. Upon receipt of the Contractor's final payment, all title that 
has not passed to the Contractor shall vest in the Contractor, unless 
specifically designated in the Schedule as being retained by the 
Government. The Government shall not be responsible for the condition 
of, or any loss or damage to, the property.
    (c) The Contractor shall promptly remove from the site all property 
acquired by the Contractor. The Government will not permit storage of 
property on the site beyond the completion date. If the Contractor does 
not wish to remove from the site any of the property acquired, the 
Contracting Officer may, upon written request, grant the Contractor 
permission to leave the property on the premises. As a condition of the 
granting of this permission, the Contractor agrees to waive any right, 
title, claim, or interest in and to the property.

                             (End of clause)



52.237-7  Indemnification and Medical Liability Insurance.

    As prescribed in 37.403, insert the following clause:

       Indemnification and Medical Liability Insurance (JAN 1997)

    (a) It is expressly agreed and understood that this is a nonpersonal 
services contract, as defined in Federal Acquisition Regulation (FAR) 
37.101, under which the professional services rendered by the Contractor 
are rendered in its capacity as an independent contractor. The 
Government may evaluate the quality of professional and administrative 
services provided, but retains no control over professional aspects of 
the services rendered, including by example, the Contractor's 
professional medical judgment, diagnosis, or specific medical 
treatments. The Contractor shall be solely liable for and expressly 
agrees to idemnify the Government with respect to any liability 
producing acts or omissions by it or by its employees or agents. The 
Contractor shall maintain during the term of this contract liability 
insurance issued by a responsible insurance carrier of not less than the 
following amount(s) per specialty per occurrence:------------.
    (b) An apparently successful offeror, upon request by the 
Contracting Officer, shall furnish prior to contract award evidence of 
its insurability concerning the medical liability insurance required by 
paragraph (a) of this clause.
    (c) Liability insurance may be on either an occurrences basis or on 
a claims-made basis. If the policy is on a claims-made basis, an 
extended reporting endorsement (tail) for a period of not less than 3 
years after the end of the contract term must also be provided.
    (d) Evidence of insurance documenting the required coverage for each 
health care provider who will perform under this contract shall be 
provided to the Contracting Officer prior to the commencement of 
services under this contract. If the insurance is on a claims-made basis 
and evidence of an extended reporting endorsement is not provided prior 
to the commencement of services, evidence of such endorsement shall be 
provided to the Contracting Officer prior to the expiration of this 
contract. Final payment under this contract shall be withheld until 
evidence of the extended reporting endorsement is provided to the 
Contracting Officer.
    (e) The policies evidencing required insurance shall also contain an 
endorsement to the effect that any cancellation or material change 
adversely affecting the Government's interest shall not be effective 
until 30 days after the insurer or the Contractor gives written notice 
to the Contracting Officer. If

[[Page 312]]

during the performance period of the contract the Contractor changes 
insurance providers, the Contractor must provide evidence that the 
Government will be indemnified to the limits specified in paragraph (a) 
of this clause, for the entire period of the contract, either under the 
new policy, or a combination of old and new policies.
    (f) The Contractor shall insert the substance of this clause, 
including this paragraph (f), in all subcontracts under this contract 
for health care services and shall require such subcontractors to 
provide evidence of and maintain insurance in accordance with paragraph 
(a) of this clause. At least 5 days before the commencement of work by 
any subcontractor, the Contractor shall furnish to the Contracting 
Officer evidence of such insurance.

                             (End of clause)

[54 FR 5058, Jan. 31, 1989, as amended at 54 FR 34758, Aug. 21, 1989; 62 
FR 239, Jan. 2, 1997]



52.237-8  Restriction on Severance Payments to Foreign Nationals.

    As prescribed in 37.113-2(a), use the following provision:

    Restriction on Severance Payments to Foreign Nationals (AUG 2003)

    (a) The Federal Acquisition Regulation (FAR), at 31.205-6(g)(6), 
limits the cost allowability of severance payments to foreign nationals 
employed under a service contract performed outside the United States 
unless the agency grants a waiver pursuant to FAR 37.113-1 before 
contract award.
    (b) In making the determination concerning the granting of a waiver, 
the agency will determine that--
    (1) The application of the severance pay limitations to the contract 
would adversely affect the continuation of a program, project, or 
activity that provides significant support services for (i) members of 
the armed forces stationed or deployed outside the United States, or 
(ii) employees of an executive agency posted outside the United States;
    (2) The Contractor has taken (or has established plans to take) 
appropriate actions within its control to minimize the amount and number 
of incidents of the payment of severance pay to employees under the 
contract who are foreign nationals; and
    (3) The payment of severance pay is necessary in order to comply 
with a law that is generally applicable to a significant number of 
businesses in the country in which the foreign national receiving the 
payment performed services under the contract, or is necessary to comply 
with a collective bargaining agreement.

                           (End of provision)

[60 FR 42661, Aug. 16, 1995, as amended at 68 FR 43867, July 24, 2003]



52.237-9  Waiver of Limitation on Severance Payments to Foreign Nationals.

    As prescribed in 37.113-2(b), use the following clause:

  Waiver of Limitation on Severance Payments to Foreign Nationals (AUG 
                                  2003)

    (a) Pursuant to 10 U.S.C. 2324(e)(3)(A) or 41 U.S.C. 256(e)(2)(A), 
as applicable, the cost allowability limitations in FAR 31.205-6(g)(6) 
are waived.
    (b) This clause may be incorporated into subcontracts issued under 
this contract, if approved by the Contracting Officer.

                             (End of clause)

[60 FR 42662, Aug. 16, 1995, as amended at 68 FR 43867, July 24, 2003]



52.237-10  Identification of Uncompensated Overtime.

    As prescribed in 37.115-3, insert the following provision:

           Identification of Uncompensated Overtime (OCT 1997)

    (a) Definitions. As used in this provision--
    Uncompensated overtime means the hours worked without additional 
compensation in excess of an average of 40 hours per week by direct 
charge employees who are exempt from the Fair Labor Standards Act. 
Compensated personal absences such as holidays, vacations, and sick 
leave shall be included in the normal work week for purposes of 
computing uncompensated overtime hours.
    Uncompensated overtime rate is the rate that results from 
multiplying the hourly rate for a 40-hour work week by 40, and then 
dividing by the proposed hours per week. For example, 45 hours proposed 
on a 40-hour work week basis at $20 per hour would be converted to an 
uncompensated overtime rate of $17.78 per hour ($20.00 x 40 divided by 
45 = $17.78).
    (b) For any proposed hours against which an uncompensated overtime 
rate is applied, the offeror shall identify in its proposal the hours in 
excess of an average of 40 hours per week, by labor category at the same 
level of detail as compensated hours, and the uncompensated overtime 
rate per hour, whether at the prime or subcontract level. This includes 
uncompensated overtime hours that are in indirect cost pools for 
personnel whose regular hours are normally charged direct.

[[Page 313]]

    (c) The offeror's accounting practices used to estimate 
uncompensated overtime must be consistent with its cost accounting 
practices used to accumulate and report uncompensated overtime hours.
    (d) Proposals that include unrealistically low labor rates, or that 
do not otherwise demonstrate cost realism, will be considered in a risk 
assessment and will be evaluated for award in accordance with that 
assessment.
    (e) The offeror shall include a copy of its policy addressing 
uncompensated overtime with its proposal.

                           (End of provision)

[62 FR 44816, Aug. 22, 1997]



52.237-11  Accepting and Dispensing of $1 Coin.

    As prescribed in 37.116-2, insert the following clause:

             Accepting and Dispensing of $1 Coin (SEP 2008)

    (a) This clause applies to service contracts that involve business 
operations conducted in U.S. coin and currency, including vending 
machines, on any premises owned by the United States or under the 
control of any agency or instrumentality of the United States. All such 
business operations must be compliant with the requirements in 
paragraphs (b) and (c) of this clause on and after January 1, 2008.
    (b) All business operations conducted under this contract that 
involve coins or currency, including vending machines, shall be fully 
capable of--
    (1) Accepting $1 coins in connection with such operations; and
    (2) Dispensing $1 coins in connection with such operations, unless 
the vending machine does not receive currency denominations greater than 
$1.
    (c) The Contractor shall ensure that signs and notices are displayed 
denoting the capability of accepting and dispensing $1 coins with 
business operations on all premises where coins or currency are accepted 
or dispensed, including on each vending machine.

                             (End of clause)

[72 FR 46363, Aug. 17, 2007, as amended at 73 FR 54016, Sept. 17, 2008]



52.238  [Reserved]



52.239-1  Privacy or Security Safeguards.

    As prescribed in 39.107, insert a clause substantially the same as 
the following:

                Privacy or Security Safeguards (AUG 1996)

    (a) The Contractor shall not publish or disclose in any manner, 
without the Contracting Officer's written consent, the details of any 
safeguards either designed or developed by the Contractor under this 
contract or otherwise provided by the Government.
    (b) To the extent required to carry out a program of inspection to 
safeguard against threats and hazards to the security, integrity, and 
confidentiality of Government data, the Contractor shall afford the 
Government access to the Contractor's facilities, installations, 
technical capabilities, operations, documentation, records, and 
databases.
    (c) If new or unanticipated threats or hazards are discovered by 
either the Government or the Contractor, or if existing safeguards have 
ceased to function, the discoverer shall immediately bring the situation 
to the attention of the other party.

                             (End of clause)

[61 FR 41472, Aug. 8, 1996, as amended at 62 FR 274, Jan. 2, 1997]



52.240  [Reserved]



52.241  Utility Services Provisions and Clauses.



52.241-1  Electric Service Territory Compliance Representation.

    As prescribed in 41.501(b), insert a provision substantially the 
same as the following:

     Electric Service Territory Compliance Representation (MAY 1999)

    (a) Section 8093 of Public Law 100-202 generally requires purchases 
of electricity by any department, agency, or instrumentality of the 
United States to be consistent with State law governing the provision of 
electric utility service, including State utility commission rulings and 
electric utility franchises or service territories established pursuant 
to State statute, State regulation, or State-approved territorial 
agreements.
    (b) By signing this offer, the offeror represents that this offer to 
sell electricity is consistent with Section 8093 of Public Law 100-202.
    (c) Upon request of the Contracting Officer, the offeror shall 
submit supporting legal and factual rationale for this representation.

                           (End of provision)

[64 FR 10534, Mar. 4, 1999]

[[Page 314]]



52.241-2  Order of Precedence--Utilities.

    As prescribed in 41.501(c)(1), insert a clause substantially the 
same as the following:

                Order of Precedence--Utilities (FEB 1995)

    In the event of any inconsistency between the terms of this contract 
(including the specifications) and any rate schedule, rider, or exhibit 
incorporated in this contract by reference or otherwise, or any of the 
Contractor's rules and regulations, the terms of this contract shall 
control.

                             (End of clause)

[59 FR 67023, Dec. 28, 1994]



52.241-3  Scope and Duration of Contract.

    As prescribed in 41.501(c)(2), insert a clause substantially the 
same as the following:

                Scope and Duration of Contract (FEB 1995)

    (a) For the period --------------------, [insert period of service] 
the Contractor agrees to furnish and the Government agrees to purchase 
-------------------- [insert type of service] utility service in 
accordance with the applicable tariff(s), rules, and regulations as 
approved by the applicable governing regulatory body and as set forth in 
the contract.
    (b) It is expressly understood that neither the Contractor nor the 
Government is under any obligation to continue any service under the 
terms and conditions of this contract beyond the expiration date.
    (c) The Contractor shall provide the Government with one complete 
set of rates, terms, and conditions of service which are in effect as of 
the date of this contract and any subsequently approved rates.
    (d) The Contractor shall be paid at the applicable rate(s) under the 
tariff and the Government shall be liable for the minimum monthly 
charge, if any, specified in this contract commencing with the period in 
which service is initially furnished and continuing for the term of this 
contract. Any minimum monthly charge specified in this contract shall be 
equitably prorated for the periods in which commencement and termination 
of this contract become effective.

                             (End of clause)

[59 FR 67023, Dec. 28, 1994]



52.241-4  Change in Class of Service.

    As prescribed in 41.501(c)(3), insert a clause substantially the 
same as the following:

                  Change in Class of Service (FEB 1995)

    (a) In the event of a change in the class of service, such service 
shall be provided at the Contractor's lowest available rate schedule 
applicable to the class of service furnished.
    (b) Where the Contractor does not have on file with the regulatory 
body approved rate schedules applicable to services provided, no clause 
in this contract shall preclude the parties from negotiating a rate 
schedule applicable to the class of service furnished.

                             (End of clause)

[59 FR 67023, Dec. 28, 1994]



52.241-5  Contractor's Facilities.

    As prescribed in 41.501(c)(4), insert a clause substantially the 
same as the following:

                   Contractor's Facilities (FEB 1995)

    (a) The Contractor, at its expense, unless otherwise provided for in 
this contract, shall furnish, install, operate, and maintain all 
facilities required to furnish service hereunder, and measure such 
service at the point of delivery specified in the Service 
Specifications. Title to all such facilities shall remain with the 
Contractor and the Contractor shall be responsible for loss or damage to 
such facilities, except that the Government shall be responsible to the 
extent that loss or damage has been caused by the Government's negligent 
acts or omissions.
    (b) Notwithstanding any terms expressed in this clause, the 
Contractor shall obtain approval from the Contracting Officer prior to 
any equipment installation, construction, or removal. The Government 
hereby grants to the Contractor, free of any rental or similar charge, 
but subject to the limitations specified in this contract, a revocable 
permit or license to enter the service location for any proper purpose 
under this contract. This permit or license includes use of the site or 
sites agreed upon by the parties hereto for the installation, operation, 
maintenance, and repair of the facilities of the Contractor required to 
be located upon Government premises. All applicable taxes and other 
charges in connection therewith, together with all liability of the 
Contractor in construction, operation, maintenance and repair of such 
facilities, shall be the obligation of the Contractor.
    (c) Authorized representatives of the Contractor will be allowed 
access to the facilities on Government premises at reasonable

[[Page 315]]

times to perform the obligations of the Contractor regarding such 
facilities. It is expressly understood that the Government may limit or 
restrict the right of access herein granted in any manner considered 
necessary (e.g., national security, public safety).
    (d) Unless otherwise specified in this contract, the Contractor 
shall, at its expense, remove such facilities and restore Government 
premises to their original condition as near as practicable within a 
reasonable time after the Government terminates this contract. In the 
event such termination of this contract is due to the fault of the 
Contractor, such facilities may be retained in place at the option of 
the Government for a reasonable time while the Government attempts to 
obtain service elsewhere comparable to that provided for hereunder.

                             (End of clause)

[59 FR 67023, Dec. 28, 1994]



52.241-6  Service Provisions.

    As prescribed in 41.501(c)(5), insert a clause substantially the 
same as the following:

                      Service Provisions (FEB 1995)

    (a) Measurement of service. (1) All service furnished by the 
Contractor shall be measured by suitable metering equipment of standard 
manufacture, to be furnished, installed, maintained, repaired, 
calibrated, and read by the Contractor at its expense. When more than a 
single meter is installed at a service location, the readings thereof 
may be billed conjunctively, if appropriate. In the event any meter 
fails to register (or registers incorrectly) the service furnished, the 
parties shall agree upon the length of time of meter malfunction and the 
quantity of service delivered during such period of time. An appropriate 
adjustment shall be made to the next invoice for the purpose of 
correcting such errors. However, any meter which registers not more than 
---- percent slow or fast shall be deemed correct.
    (2) The Contractor shall read all meters at periodic intervals of 
approximately 30 days or in accordance with the policy of the cognizant 
regulatory body or applicable bylaws. All billings based on meter 
readings of less than ---- days shall be prorated accordingly.
    (b) Meter test. (1) The Contractor, at its expense, shall 
periodically inspect and test Contractor-installed meters at intervals 
not exceeding ---- year(s). The Government has the right to have 
representation during the inspection and test.
    (2) At the written request of the Contracting Officer, the 
Contractor shall make additional tests of any or all such meters in the 
presence of Government representatives. The cost of such additional 
tests shall be borne by the Government if the percentage of errors is 
found to be not more than ---- percent slow or fast.
    (3) No meter shall be placed in service or allowed to remain in 
service which has an error in registration in excess of ---- percent 
under normal operating conditions.
    (c) Change in volume or character. Reasonable notice shall be given 
by the Contracting Officer to the Contractor regarding any material 
changes anticipated in the volume or characteristics of the utility 
service required at each location.
    (d) Continuity of service and consumption. The Contractor shall use 
reasonable diligence to provide a regular and uninterrupted supply of 
service at each service location, but shall not be liable for damages, 
breach of contract or otherwise, to the Government for failure, 
suspension, diminution, or other variations of service occasioned by or 
in consequence of any cause beyond the control of the Contractor, 
including but not limited to acts of God or of the public enemy, fires, 
floods, earthquakes, or other catastrophe, strikes, or failure or 
breakdown of transmission or other facilities. If any such failure, 
suspension, diminution, or other variation of service shall aggregate 
more than ---- hour(s) during any billing period hereunder, an equitable 
adjustment shall be made in the monthly billing specified in this 
contract (including the minimum monthly charge).

                             (End of clause)

[59 FR 67024, Dec. 28, 1994; 60 FR 5870, Jan. 31, 1995]



52.241-7  Change in Rates or Terms and Conditions of Service for Regulated 

Services.

    As prescribed in 41.501(d)(1), insert a clause substantially the 
same as the following:

    Change in Rates or Terms and Conditions of Service for Regulated 
                           Services (FEB 1995)

    (a) This clause applies to the extent services furnished under this 
contract are subject to regulation by a regulatory body. The Contractor 
agrees to give *-------------------- written notice of (1) the filing of 
an application for change in rates or terms and conditions of service 
concurrently with the filing of the application and (2) any changes 
pending with the regulatory body as of the date of contract award. Such 
notice shall fully describe the proposed change. If, during the term of 
this contract, the regulatory body having jurisdiction approves any 
changes, the Contractor shall forward to the Contracting Officer a copy 
of such changes

[[Page 316]]

within 15 days after the effective date thereof. The Contractor agrees 
to continue furnishing service under this contract in accordance with 
the amended tariff, and the Government agrees to pay for such service at 
the higher or lower rates as of the date when such rates are made 
effective.
    (b) The Contractor agrees that throughout the life of this contract 
the applicable published and unpublished rate schedule(s) shall not be 
in excess of the lowest cost published and unpublished rate schedule(s) 
available to any other customers of the same class under similar 
conditions of use and service.
    (c) In the event that the regulatory body promulgates any regulation 
concerning matters other than rates which affects this contract, the 
Contractor shall immediately provide a copy to the Contracting Officer. 
The Government shall not be bound to accept any new regulation 
inconsistent with Federal laws or regulations.
    (d) Any changes to rates or terms and conditions of service shall be 
made a part of this contract by the issuance of a contract modification 
unless otherwise specified in the contract. The effective date of the 
change shall be the effective date by the regulatory body. Any factors 
not governed by the regulatory body will have an effective date as 
agreed to by the parties.

                             (End of clause)

    *Note: Insert language prescribed in 41.501(d)(1).

[59 FR 67024, Dec. 28, 1994]



52.241-8  Change in Rates or Terms and Conditions of Service for Unregulated 

Services.

    As prescribed in 41.501(d)(2), insert a clause substantially the 
same as the following:

   Change in Rates or Terms and Conditions of Service for Unregulated 
                           Services (FEB 1995)

    (a) This clause applies to the extent that services furnished 
hereunder are not subject to regulation by a regulatory body.
    (b) After -------------------- [insert date], either party may 
request a change in rates or terms and conditions of service, unless 
otherwise provided in this contract. Both parties agree to enter in 
negotiations concerning such changes upon receipt of a written request 
detailing the proposed changes and specifying the reasons for the 
proposed changes.
    (c) The effective date of any change shall be as agreed to by the 
parties. The Contractor agrees that throughout the life of this contract 
the rates so negotiated will not be in excess of published and 
unpublished rates charged to any other customer of the same class under 
similar terms and conditions of use and service.
    (d) The failure of the parties to agree upon any change after a 
reasonable period of time shall be a dispute under the Disputes clause 
of this contract.
    (e) Any changes to rates, terms, or conditions as a result of such 
negotiations shall be made a part of this contract by the issuance of a 
contract modification.

                             (End of clause)

[59 FR 67024, Dec. 28, 1994]



52.241-9  Connection Charge.

    As prescribed in 41.501(d)(3), insert a clause substantially the 
same as the following:

                      Connection Charge (FEB 1995)

    (a) Charge. In consideration of the Contractor furnishing and 
installing at its expense the new connection facilities described 
herein, the Government shall pay the Contractor a connection charge. The 
payment shall be in the form of progress payments, advance payments or 
as a lump sum, as agreed to by the parties and as permitted by 
applicable law. The total amount payable shall be either the estimated 
cost of $------ less the agreed to salvage value of $------, or the 
actual cost less the salvage value, whichever is less. As a condition 
precedent to final payment, the Contractor shall execute a release of 
any claims against the Government arising under or by the virtue of such 
installation.
    (b) Ownership, operation, maintenance and repair of new facilities 
to be provided. The facilities to be supplied by the Contractor under 
this clause, notwithstanding the payment by the Government of a 
connection charge, shall be and remain the property of the Contractor 
and shall, at all times during the life of this contract or any renewals 
thereof, be operated, maintained, and repaired by the Contractor at its 
expense. All taxes and other charges in connection therewith, together 
with all liability arising out of the construction, operations, 
maintenance, or repair of such facilities, shall be the obligation of 
the Contractor.
    (c) Credits. (1) The Contractor agrees to allow the Government, on 
each monthly bill for service furnished under this contract to the 
service location, a credit of -------- percent of the amount of each 
such bill as rendered until the accumulation of credits shall equal the 
amount of such connection charge, provided that the Contractor may at 
any time allow a credit up to 100 percent of the amount of each such 
bill.
    (2) In the event the Contractor, before any termination of this 
contract but after completion of the facilities provided for in this

[[Page 317]]

clause, serves any customer other than the Government (regardless of 
whether the Government is being served simultaneously, intermittently, 
or not at all) by means of these facilities, the Contractor shall 
promptly notify the Government in writing. Unless otherwise agreed by 
the parties in writing at that time, the Contractor shall promptly 
accelerate the credits provided for under subparagraph (c)(1) of this 
clause, up to 100 percent of each monthly bill until there is refunded 
the amount that reflects the Government's connection costs for that 
portion of the facilities used in serving others.
    (3) In the event the Contractor terminates this contract, or 
defaults in performance, prior to full credit of any connection charge 
paid by the Government, the Contractor shall pay to the Government an 
amount equal to the uncredited balance of the connection charge as of 
the date of the termination or default.
    (d) Termination before completion of facilities. The Government 
reserves the right to terminate this contract at any time before 
completion of the facilities with respect to which the Government is to 
pay a connection charge. In the event the Government exercises this 
right, the Contractor shall be paid the cost of any work accomplished, 
including direct and indirect costs reasonably allocable to the 
completed work prior to the time of termination by the Government, plus 
the cost of removal, less the salvage value.
    (e) Termination after completion of facilities. In the event the 
Government terminates this contract after completion of the facilities 
with respect to which the Government has paid a connection charge, but 
before the crediting in full by the Contractor of any connection charge 
in accordance with the terms of this contract, the Contractor shall have 
the following options:
    (1) To retain in place for -------- months after the notice of 
termination by the Government such facilities on condition that--
    (i) If, during such -------- month period, the Contractor serves any 
other customer by means of such facilities, the Contractor, shall, in 
lieu of allowing credits, pay the Government during such period 
installments in like amount, manner, and extent as the credit provided 
for under paragraph (c) of this clause before such termination; and
    (ii) Immediately after such -------- month period the Contractor 
shall promptly pay in full to the Government the uncredited balance of 
the connection charge.
    (2) To remove such facilities at the Contractor's own expense within 
-------- months after the effective date of the termination by the 
Government. If the Contractor elects to remove such facilities, the 
Government shall then have the option of purchasing such facilities at 
the agreed salvage value set forth herein; and provided further, that 
the Contractor shall, at the direction of the Government, leave in place 
such facilities located on Government property which the Government 
elects to purchase at the agreed salvage value.

                             (End of clause)

    Alternate I (NOV 1994). If the Contracting Officer determines that a 
nonrefundable charge is to be paid and no credits are due the 
Government, delete paragraphs (c) and (e), renumber paragraph (d) as (c) 
and add the following as paragraph (d):

    (d) Termination after completion of facilities. In the event the 
Government terminates this contract after completion of the facilities 
with respect to which the Government is to pay a connection charge, the 
Contractor shall have the following options:
    (1) To retain in place for -------- months after the notice of 
termination by the Government. If the Contractor and the Government have 
not agreed on terms for retention in place beyond -------- months, then 
the Contractor must remove the facilities pursuant to the terms of 
subparagraph (d)(2) of this clause.
    (2) To remove such facilities at the Contractor's own expense within 
-------- months after the effective date of the termination by the 
Government. If the Contractor elects to remove such facilities, the 
Government shall then have the option of purchasing such facilities at 
the agreed salvage value set forth herein; and provided further, that 
the Contractor shall, at the direction of the Government, leave in place 
such facilities located on Government property which the Government 
elects to purchase at the agreed salvage value.

[59 FR 67024, Dec. 28, 1994]



52.241-10  Termination Liability.

    As prescribed in 41.501(d)(4), insert a clause substantially the 
same as the following:

                    Termination Liability (FEB 1995)

    (a) If the Government discontinues utility service under this 
contract before completion of the facilities cost recovery period 
specified in paragraph (b) of this clause, in consideration of the 
Contractor furnishing and installing at its expense, the new facility 
described herein, the Government shall pay termination charges, 
calculated as set forth in this clause.
    (b) Facility cost recovery period. The period of time, not exceeding 
the term of this contract, during which the net cost of the new 
facility, shall be recovered by the Contractor is--

[[Page 318]]

    -------- months. [Insert negotiated duration.]
    (c) Net facility cost. The cost of the new facility, less the agreed 
upon salvage value of such facility, is--
    $--------. [Insert appropriate dollar amount.]
    (d) Monthly facility cost recovery rate. The monthly facility cost 
recovery rate which the Government shall pay the Contractor whether or 
not service is received is--
    $--------. [Divide the net facility cost in paragraph (c) of this 
clause by the facility's cost recovery period in paragraph (b) of this 
clause and insert the resultant figure.]
    (e) Termination charges. Termination charges = $[Multiply the 
remaining months of the facility's cost recovery period specified in 
paragraph (b) of this clause by the monthly facility cost recovery rate 
in paragraph (d) of this clause and insert the resultant figure.]
    (f) If the Contractor has recovered its capital costs at the time of 
termination there will be no termination liability charge.

                             (End of clause)

[59 FR 67025, Dec. 28, 1994]



52.241-11  Multiple Service Locations.

    As prescribed in 41.501(d)(5), insert a clause substantially the 
same as the following:

                  Multiple Service Locations (FEB 1995)

    (a) At any time by written order, the Contracting Officer may 
designate any location within the service area of the Contractor at 
which utility service shall commence or be discontinued. Any changes to 
the service specifications shall be made a part of the contract by the 
issuance of a contract modification to include the name and location of 
the service, specifying any different rate, the point of delivery, 
different service specifications, and any other terms and conditions.
    (b) The applicable monthly charge specified in this contract shall 
be equitably prorated from the period in which commencement or 
discontinuance of service at any service location designated under the 
Service Specifications shall become effective.

                             (End of clause)

[59 FR 67025, Dec. 28, 1994]



52.241-12  Nonrefundable, Nonrecurring Service Charge.

    As prescribed in 41.501(d)(6), insert a clause substantially the 
same as the following:

          Nonrefundable, Nonrecurring Service Charge (FEB 1995)

    As provided herein, the Government will pay a nonrefundable, 
nonrecurring charge when the rules and regulations of a Contractor 
require that a customer pay (1) a charge for the initiation of service, 
(2) a contribution in aid of construction, or (3) a nonrefundable 
membership fee. This charge may be in addition to or in lieu of a 
connection charge. Therefore, there is hereby added to the Contractor's 
schedule a nonrefundable, nonrecurring charge for -------- in the amount 
of $-------- dollars payable [specify dates or schedules].

                             (End of clause)

[59 FR 67025, Dec. 28, 1994]



52.241-13  Capital Credits.

    As prescribed in 41.501(d)(7), insert a clause substantially the 
same as the following:

                       Capital Credits (FEB 1995)

    (a) The Government is a member of the -------- [insert cooperative 
name], and as any other member, is entitled to capital credits 
consistent with the bylaws of the cooperative, which states the 
obligation of the Contractor to pay capital credits and which specifies 
the method and time of payment.
    (b) The Contractor shall furnish to the Contracting Officer, or the 
designated representative of the Contracting Officer, in writing, on an 
-------- basis [insert period of time] a list of accrued credits by 
contract number, year, and delivery point.
    (c) Payment of capital credits will be made by check, payable to the 
-------- [insert agency name], and forwarded to the Contracting Officer 
at -------- [insert agency address], unless otherwise directed in 
writing by the Contracting Officer. Checks shall cite the current or 
last contract number and indicate whether the check is partial or final 
payment for all capital credits accrued.

                             (End of clause)

[59 FR 67025, Dec. 28, 1994]



52.242-1  Notice of Intent To Disallow Costs.

    As prescribed in 42.802, insert the following clause in 
solicitations and contracts when a cost-reimbursement contract, a fixed-
price incentive contract, or a contract providing for price 
redetermination is contemplated:

[[Page 319]]

              Notice of Intent To Disallow Costs (APR 1984)

    (a) Notwithstanding any other clause of this contract--
    (1) The Contracting Officer may at any time issue to the Contractor 
a written notice of intent to disallow specified costs incurred or 
planned for incurrence under this contract that have been determined not 
to be allowable under the contract terms; and
    (2) The Contractor may, after receiving a notice under subparagraph 
(1) above, submit a written response to the Contracting Officer, with 
justification for allowance of the costs. If the Contractor does respond 
within 60 days, the Contracting Officer shall, within 60 days of 
receiving the response, either make a written withdrawal of the notice 
or issue a written decision.
    (b) Failure to issue a notice under this Notice of Intent to 
Disallow Costs clause shall not affect the Government's rights to take 
exception to incurred costs.

                             (End of clause)



52.242-2  Production Progress Reports.

    As prescribed in 42.1107(a), insert the following clause;

                 Production Progress Reports (APR 1991)

    (a) The Contractor shall prepare and submit to the Contracting 
Officer the production progress reports specified in the contract 
Schedule.
    (b) During any delay in furnishing a production progress report 
required under this contract, the Contracting Officer may withhold from 
payment an amount not exceeding $25,000 or 5 percent of the amount of 
this contract, whichever is less.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 56 FR 15156, Apr. 15, 1991]



52.242-3  Penalties for Unallowable Costs.

    As prescribed in 42.709-6, use the following clause:

               Penalties for Unallowable Costs (MAY 2001)

    (a) Definition. Proposal, as used in this clause, means either--
    (1) A final indirect cost rate proposal submitted by the Contractor 
after the expiration of its fiscal year which--
    (i) Relates to any payment made on the basis of billing rates; or
    (ii) Will be used in negotiating the final contract price; or
    (2) The final statement of costs incurred and estimated to be 
incurred under the Incentive Price Revision clause (if applicable), 
which is used to establish the final contract price.
    (b) Contractors which include unallowable indirect costs in a 
proposal may be subject to penalties. The penalties are prescribed in 10 
U.S.C. 2324 or 41 U.S.C. 256, as applicable, which is implemented in 
section 42.709 of the Federal Acquisition Regulation (FAR).
    (c) The Contractor shall not include in any proposal any cost that 
is unallowable, as defined in Subpart 2.1 of the FAR, or an executive 
agency supplement to the FAR.
    (d) If the Contracting Officer determines that a cost submitted by 
the Contractor in its proposal is expressly unallowable under a cost 
principle in the FAR, or an executive agency supplement to the FAR, that 
defines the allowability of specific selected costs, the Contractor 
shall be assessed a penalty equal to--
    (1) The amount of the disallowed cost allocated to this contract; 
plus
    (2) Simple interest, to be computed--
    (i) On the amount the Contractor was paid (whether as a progress or 
billing payment) in excess of the amount to which the Contractor was 
entitled; and
    (ii) Using the applicable rate effective for each six-month interval 
prescribed by the Secretary of the Treasury pursuant to Pub. L. 92-41 
(85 Stat. 97).
    (e) If the Contracting Officer determines that a cost submitted by 
the Contractor in its proposal includes a cost previously determined to 
be unallowable for that Contractor, then the Contractor will be assessed 
a penalty in an amount equal to two times the amount of the disallowed 
cost allocated to this contract.
    (f) Determinations under paragraphs (d) and (e) of this clause are 
final decisions within the meaning of the Contract Disputes Act of 1978 
(41 U.S.C. 601, et seq.).
    (g) Pursuant to the criteria in FAR 42.709-5, the Contracting 
Officer may waive the penalties in paragraph (d) or (e) of this clause.
    (h) Payment by the Contractor of any penalty assessed under this 
clause does not constitute repayment to the Government of any 
unallowable cost which has been paid by the Government to the 
Contractor.

                             (End of clause)

[60 FR 42659, Aug. 16, 1995, as amended at 66 FR 2135, Jan. 10, 2001]



52.242-4  Certification of Final Indirect Costs.

    As prescribed in 42.703-2(f), insert the following clause:

[[Page 320]]

            Certification of Final Indirect Costs (JAN 1997)

    (a) The Contractor shall--
    (1) Certify any proposal to establish or modify final indirect cost 
rates;
    (2) Use the format in paragraph (c) of this clause to certify; and
    (3) Have the certificate signed by an individual of the Contractor's 
organization at a level no lower than a vice president or chief 
financial officer of the business segment of the Contractor that submits 
the proposal.
    (b) Failure by the Contractor to submit a signed certificate, as 
described in this clause, may result in final indirect costs at rates 
unilaterally established by the Contracting Officer.
    (c) The certificate of final indirect costs shall read as follows:

                   Certificate of Final Indirect Costs

    This is to certify that I have reviewed this proposal to establish 
final indirect cost rates and to the best of my knowledge and belief:
    1. All costs included in this proposal (identify proposal and date) 
to establish final indirect cost rates for (identify period covered by 
rate) are allowable in accordance with the cost principles of the 
Federal Acquisition Regulation (FAR) and its supplements applicable to 
the contracts to which the final indirect cost rates will apply; and
    2. This proposal does not include any costs which are expressly 
unallowable under applicable cost principles of the FAR or its 
supplements.

Firm:___________________________________________________________________

Signature:______________________________________________________________

Name of Certifying Official:____________________________________________

Title:__________________________________________________________________

Date of Execution:______________________________________________________

                             (End of clause)

[60 FR 42664, Aug. 16, 1995, as amended at 62 FR 239, Jan. 2, 1997]



52.242-5--52.242-12  [Reserved]



52.242-13  Bankruptcy.

    As prescribed in 42.903, insert the following clause:

                          Bankruptcy (JUL 1995)

    In the event the Contractor enters into proceedings relating to 
bankruptcy, whether voluntary or involuntary, the Contractor agrees to 
furnish, by certified mail or electronic commerce method authorized by 
the contract, written notification of the bankruptcy to the Contracting 
Officer responsible for administering the contract. This notification 
shall be furnished within five days of the initiation of the proceedings 
relating to bankruptcy filing. This notification shall include the date 
on which the bankruptcy petition was filed, the identity of the court in 
which the bankruptcy petition was filed, and a listing of Government 
contract numbers and contracting offices for all Government contracts 
against which final payment has not been made. This obligation remains 
in effect until final payment under this contract.

                             (End of clause)

[56 FR 15156, Apr. 15, 1991, as amended at 60 FR 34741, July 3, 1995]



52.242-14  Suspension of Work.

    As prescribed in 42.1305(a), insert the following clause in 
solicitations and contracts when a fixed-price construction or 
architect-engineer contract is contemplated:

                      Suspension of Work (APR 1984)

    (a) The Contracting Officer may order the Contractor, in writing, to 
suspend, delay, or interrupt all or any part of the work of this 
contract for the period of time that the Contracting Officer determines 
appropriate for the convenience of the Government.
    (b) If the performance of all or any part of the work is, for an 
unreasonable period of time, suspended, delayed, or interrupted (1) by 
an act of the Contracting Officer in the administration of this 
contract, or (2) by the Contracting Officer's failure to act within the 
time specified in this contract (or within a reasonable time if not 
specified), an adjustment shall be made for any increase in the cost of 
performance of this contract (excluding profit) necessarily caused by 
the unreasonable suspension, delay, or interruption, and the contract 
modified in writing accordingly. However, no adjustment shall be made 
under this clause for any suspension, delay, or interruption to the 
extent that performance would have been so suspended, delayed, or 
interrupted by any other cause, including the fault or negligence of the 
Contractor, or for which an equitable adjustment is provided for or 
excluded under any other term or condition of this contract.
    (c) A claim under this clause shall not be allowed (1) for any costs 
incurred more than 20 days before the Contractor shall have notified the 
Contracting Officer in writing of the act or failure to act involved 
(but this requirement shall not apply as to a claim resulting from a 
suspension order), and (2) unless the claim, in an amount stated, is 
asserted in writing as soon as practicable after the termination of the 
suspension, delay, or interruption, but not later than the date of final 
payment under the contract.

[[Page 321]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995]



52.242-15  Stop-Work Order.

    As prescribed in 42.1305(b), insert the following clause. The 90-day 
period stated in the clause may be reduced to less than 90 days.

                       Stop-Work Order (AUG 1989)

    (a) The Contracting Officer may, at any time, by written order to 
the Contractor, require the Contractor to stop all, or any part, of the 
work called for by this contract for a period of 90 days after the order 
is delivered to the Contractor, and for any further period to which the 
parties may agree. The order shall be specifically identified as a stop-
work order issued under this clause. Upon receipt of the order, the 
Contractor shall immediately comply with its terms and take all 
reasonable steps to minimize the incurrence of costs allocable to the 
work covered by the order during the period of work stoppage. Within a 
period of 90 days after a stop-work order is delivered to the 
Contractor, or within any extension of that period to which the parties 
shall have agreed, the Contracting Officer shall either--
    (1) Cancel the stop-work order; or
    (2) Terminate the work covered by the order as provided in the 
Default, or the Termination for Convenience of the Government, clause of 
this contract.
    (b) If a stop-work order issued under this clause is canceled or the 
period of the order or any extension thereof expires, the Contractor 
shall resume work. The Contracting Officer shall make an equitable 
adjustment in the delivery schedule or contract price, or both, and the 
contract shall be modified, in writing, accordingly, if--
    (1) The stop-work order results in an increase in the time required 
for, or in the Contractor's cost properly allocable to, the performance 
of any part of this contract; and
    (2) The Contractor asserts its right to the adjustment within 30 
days after the end of the period of work stoppage; provided, that, if 
the Contracting Officer decides the facts justify the action, the 
Contracting Officer may receive and act upon a proposal submitted at any 
time before final payment under this contract.
    (c) If a stop-work order is not canceled and the work covered by the 
order is terminated for the conveninece of the Government, the 
Contracting Officer shall allow reasonable costs resulting from the 
stop-work order in arriving at the termination settlement.
    (d) If a stop-work order is not canceled and the work covered by the 
order is terminated for default, the Contracting Officer shall allow, by 
equitable adjustment or otherwise, reasonable costs resulting from the 
stop-work order.

                             (End of clause)

    Alternate I (APR 1984). If this clause is inserted in a cost-
reimbursement contract, substitute in paragraph (a)(2) the words ``the 
Termination clause of this contract'' for the words ``the Default, or 
the Termination for Convenience of the Government clause of this 
contract.'' In paragraph (b) substitute the words ``an equitable 
adjustment in the delivery schedule, the estimated cost, the fee, or a 
combination thereof, and in any other terms of the contract that may be 
affected for the words an equitable adjustment in the delivery schedule 
or contract price, or both.''

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 2272, Jan. 15, 1985; 
54 FR 29283, July 11, 1989. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995]



52.242-16  [Reserved]



52.242-17  Government Delay of Work.

    As prescribed in 42.1305(c), insert the following clause in 
solicitations and contracts when a fixed-price contract is contemplated 
for supplies other than commercial or modified-commercial items. The 
clause use is optional when a fixed-price contract is contemplated for 
services, or for supplies that are commercial or modified-commercial 
items.

                   Government Delay of Work (APR 1984)

    (a) If the performance of all or any part of the work of this 
contract is delayed or interrupted (1) by an act of the Contracting 
Officer in the administration of this contract that is not expressly or 
impliedly authorized by this contract, or (2) by a failure of the 
Contracting Officer to act within the time specified in this contract, 
or within a reasonable time if not specified, an adjustment (excluding 
profit) shall be made for any increase in the cost of performance of 
this contract caused by the delay or interruption and the contract shall 
be modified in writing accordingly. Adjustment shall also be made in the 
delivery or performance dates and any other contractual term or 
condition affected by the delay or interruption. However, no adjustment 
shall be made under this clause for any delay or interruption to the 
extent that performance would have been delayed or interrupted by any 
other cause, including the fault or negligence of the Contractor, or for

[[Page 322]]

which an adjustment is provided or excluded under any other term or 
condition of this contract.
    (b) A claim under this clause shall not be allowed (1) for any costs 
incurred more than 20 days before the Contractor shall have notified the 
Contracting Officer in writing of the act or failure to act involved, 
and (2) unless the claim, in an amount stated, is asserted in writing as 
soon as practicable after the termination of the delay or interruption, 
but not later than the day of final payment under the contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983. Redesignated and amended at 60 FR 48251, 
48256, Sept. 18, 1995; 72 FR 27389, May 15, 2007]



52.243-1  Changes--Fixed-Price.

    As prescribed in 43.205(e), insert the following clause:

                     Changes--Fixed-Price (AUG 1987)

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (2) Drawings, designs, or specifications when the supplies to be 
furnished are to be specially manufactured for the Government in 
accordance with the drawings, designs, or specifications.
    (2) Method of shipment or packing.
    (3) Place of delivery.
    (b) If any such change causes an increase or decrease in the cost 
of, or the time required for, performance of any part of the work under 
this contract, whether or not changed by the order, the Contracting 
Officer shall make an equitable adjustment in the contract price, the 
delivery schedule, or both, and shall modify the contract.
    (c) The Contractor must assert its right to an adjustment under this 
clause within 30 days from the date of receipt of the written order. 
However, if the Contracting Officer decides that the facts justify it, 
the Contracting Officer may receive and act upon a proposal submitted 
before final payment of the contract.
    (d) If the Contractor's proposal includes the cost of property made 
obsolete or excess by the change, the Contracting Officer shall have the 
right to prescribe the manner of the disposition of the property.
    (e) Failure to agree to any adjustment shall be a dispute under the 
Disputes clause. However, nothing in this clause shall excuse the 
Contractor from proceeding with the contract as changed.

                             (End of clause)

    Alternate I (APR 1984). If the requirement is for services, other 
than architect-engineer or other professional services, and no supplies 
are to be furnished, substitute the following paragraph (a) for 
paragraph (a) of the basic clause:

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (1) Description of services to be performed.
    (2) Time of performance (i.e., hours of the day, days of the week, 
etc.).
    (3) Place of performance of the services.

    Alternate II (APR 1984). If the requirement is for services (other 
than architect-engineer services, transportation, or research and 
development) and supplies are to be furnished, substitute the following 
paragraph (a) for paragraph (a) of the basic clause:

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (1) Description of services to be performed.
    (2) Time of performance (i.e., hours of the day, days of the week, 
etc.).
    (3) Place of performance of the services.
    (4) Drawings, designs, or specifications when the supplies to be 
furnished are to be specially manufactured for the Government in 
accordance with the drawings, designs, or specifications.
    (5) Method of shipment or packing of supplies.
    (6) Place of delivery.

    Alternate III (APR 1984). If the requirement is for architect-
engineer or other professional services, substitute the following 
paragraph (a) for paragraph (a) of the basic clause and add the 
following paragraph (f):

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in the services to be performed.
    (f) No services for which an additional cost or fee will be charged 
by the Contractor shall be furnished without the prior written 
authorization of the Contracting Officer.


[[Page 323]]


    Alternate IV (APR 1984). If the requirement is for transportation 
services, substitute the following paragraph (a) for paragraph (a) of 
the basic clause:

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (1) Specifications.
    (2) Work or services.
    (3) Place of origin.
    (4) Place of delivery.
    (5) Tonnage to be shipped.
    (6) Amount of Government-furnished property.

    Alternate V (APR 1984). If the requirement is for research and 
development and it is desired to include the clause, substitute the 
following subparagraphs (a)(1) and (a)(3) and paragraph (b) for 
subparagraphs (a)(1) and (a)(3) and paragraph (b) of the basic clause:

    (1) Drawings, designs, or specifications.
    (3) Place of inspection, delivery, or acceptance.
    (b) If any such change causes an increase or decrease in the cost 
of, or time required for, performing this contract, whether or not 
changed by the order, the Contracting Officer shall make an equitable 
adjustment in (1) the contract price, the time of performance, or both; 
and (2) other affected terms of the contract, and shall modify the 
contract accordingly.

[48 FR 42478, Sept. 19, 1983, as amended at 52 FR 30079, Aug. 12, 1987; 
54 FR 48995, Nov. 28, 1989; 60 FR 34761, July 3, 1995]



52.243-2  Changes--Cost-Reimbursement.

    As prescribed in 43.205(b)(1), insert the following clause. The 30-
day period may be varied according to agency procedures.

                 Changes--Cost-Reimbursement (AUG 1987)

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (1) Drawings, designs, or specifications when the supplies to be 
furnished are to be specially manufactured for the Government in 
accordance with the drawings, designs, or specifications.
    (2) Method of shipment or packing.
    (3) Place of delivery.
    (b) If any such change causes an increase or decrease in the 
estimated cost of, or the time required for, performance of any part of 
the work under this contract, whether or not changed by the order, or 
otherwise affects any other terms and conditions of this contract, the 
Contracting Officer shall make an equitable adjustment in the (1) 
estimated cost, delivery or completion schedule, or both; (2) amount of 
any fixed fee; and (3) other affected terms and shall modify the 
contract accordingly.
    (c) The Contractor must assert its right to an adjustment under this 
clause within 30 days from the date of receipt of the written order. 
However, if the Contracting Officer decides that the facts justify it, 
the Contracting Officer may receive and act upon a proposal submitted 
before final payment of the contract.
    (d) Failure to agree to any adjustment shall be a dispute under the 
Disputes clause. However, nothing in this clause shall excuse the 
Contractor from proceeding with the contract as changed.
    (e) Notwithstanding the terms and conditions of paragraphs (a) and 
(b) above, the estimated cost of this contract and, if this contract is 
incrementally funded, the funds allotted for the performance of this 
contract, shall not be increased or considered to be increased except by 
specific written modification of the contract indicating the new 
contract estimated cost and, if this contract is incrementally funded, 
the new amount allotted to the contract. Until this modification is 
made, the Contractor shall not be obligated to continue performance or 
incur costs beyond the point established in the Limitation of Cost or 
Limitation of Funds clause of this contract.

                             (End of clause)

    Alternate I (APR 1984). If the requirement is for services and no 
supplies are to be furnished, substitute the following paragraph (a) for 
paragraph (a) of the basic clause:

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (1) Description of services to be performed.
    (2) Time of performance (i.e., hours of the day, days of the week, 
etc.).
    (3) Place of performance of the services.

    Alternate II (APR 1984). If the requirement is for services and 
supplies are to be furnished, substitute the following paragraph (a) for 
paragraph (a) of the basic clause:

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the

[[Page 324]]

general scope of this contract in any one or more of the following:
    (1) Description of services to be performed.
    (2) Time of performance (i.e., hours of the day, days of the week, 
etc.).
    (3) Place of performance of the services.
    (4) Drawings, designs, or specifications when the supplies to be 
furnished are to be specially manufactured for the Government in 
accordance with the drawings, designs, or specifications.
    (5) Method of shipment or packing of supplies.
    (6) Place of delivery.

    Alternate III (APR 1984). If the requirement is for construction, 
substitute the following paragraph (a) for paragraph (a) of the basic 
clause:

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in the plans and specifications or instructions 
incorporated in the contract.

    Alternate IV [Reserved]

    Alternate V (APR 1984). If the requirement is for research and 
development, and it is desired to include the clause, substitute the 
following subparagraphs (a)(1) and (a)(3) for subparagraphs (a)(1) and 
(a)(3) of the basic clause:

    (1) Drawings, designs, or specifications.
    (3) Place of inspection, delivery, or acceptance.

[48 FR 42478, Sept. 19, 1983, as amended at 52 FR 30079, Aug. 12, 1987; 
72 FR 27389, May 15, 2007]



52.243-3  Changes--Time-and-Materials or Labor-Hours.

    As prescribed in 43.205(c), insert the following clause:

          Changes--Time-and-Materials or Labor-Hours (SEP 2000)

    (a) The Contracting Officer may at any time, by written order, and 
without notice to the sureties, if any, make changes within the general 
scope of this contract in any one or more of the following:
    (1) Description of services to be performed.
    (2) Time of performance (i.e., hours of the day, days of the week, 
etc.).
    (3) Place of performance of the services.
    (4) Drawings, designs, or specifications when the supplies to be 
furnished are to be specially manufactured for the Government in 
accordance with the drawings, designs, or specifications.
    (5) Method of shipment or packing of supplies.
    (6) Place of delivery.
    (7) Amount of Government-furnished property.
    (b) If any change causes an increase or decrease in any hourly rate, 
the ceiling price, or the time required for performance of any part of 
the work under this contract, whether or not changed by the order, or 
otherwise affects any other terms and conditions of this contract, the 
Contracting Officer will make an equitable adjustment in any one or more 
of the following and will modify the contract accordingly:
    (1) Ceiling price.
    (2) Hourly rates.
    (3) Delivery schedule.
    (4) Other affected terms.
    (c) The Contractor shall assert its right to an adjustment under 
this clause within 30 days from the date of receipt of the written 
order. However, if the Contracting Officer decides that the facts 
justify it, the Contracting Officer may receive and act upon a proposal 
submitted before final payment of the contract.
    (d) Failure to agree to any adjustment will be a dispute under the 
Disputes clause. However, nothing in this clause excuses the Contractor 
from proceeding with the contract as changed.

                             (End of clause)

[65 FR 46073, July 26, 2000]



52.243-4  Changes.

    As prescribed in 43.205(d), insert the following clause. The 30-day 
period may be varied according to agency procedures.

                           Changes (JUN 2007)

    (a) The Contracting Officer may, at any time, without notice to the 
sureties, if any, by written order designated or indicated to be a 
change order, make changes in the work within the general scope of the 
contract, including changes--
    (1) In the specifications (including drawings and designs);
    (2) In the method or manner of performance of the work;
    (3) In the Government-furnished property or services; or
    (4) Directing acceleration in the performance of the work.
    (b) Any other written or oral order (which, as used in this 
paragraph (b), includes direction, instruction, interpretation, or 
determination) from the Contracting Officer that causes a change shall 
be treated as a change order under this clause; provided, that the 
Contractor gives the Contracting Officer written notice stating (1) the 
date, circumstances, and source of the order and (2)

[[Page 325]]

that the Contractor regards the order as a change order.
    (c) Except as provided in this clause, no order, statement, or 
conduct of the Contracting Officer shall be treated as a change under 
this clause or entitle the Contractor to an equitable adjustment.
    (d) If any change under this clause causes an increase or decrease 
in the Contractor's cost of, or the time required for, the performance 
of any part of the work under this contract, whether or not changed by 
any such order, the Contracting Officer shall make an equitable 
adjustment and modify the contract in writing. However, except for an 
adjustment based on defective specifications, no adjustment for any 
change under paragraph (b) of this clause shall be made for any costs 
incurred more than 20 days before the Contractor gives written notice as 
required. In the case of defective specifications for which the 
Government is responsible, the equitable adjustment shall include any 
increased cost reasonably incurred by the Contractor in attempting to 
comply with the defective specifications.
    (e) The Contractor must assert its right to an adjustment under this 
clause within 30 days after (1) receipt of a written change order under 
paragraph (a) of this clause or (2) the furnishing of a written notice 
under paragraph (b) of this clause, by submitting to the Contracting 
Officer a written statement describing the general nature and amount of 
proposal, unless this period is extended by the Government. The 
statement of proposal for adjustment may be included in the notice under 
paragraph (b) above.
    (f) No proposal by the Contractor for an equitable adjustment shall 
be allowed if asserted after final payment under this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 52 FR 30079, Aug. 12, 1987; 
72 FR 27389, May 15, 2007]



52.243-5  Changes and Changed Conditions.

    As prescribed in 43.205(e), insert the following clause:

                Changes and Changed Conditions (APR 1984)

    (a) The Contracting Officer may, in writing, order changes in the 
drawings and specifications within the general scope of the contract.
    (b) The Contractor shall promptly notify the Contracting Officer, in 
writing, of subsurface or latent physical conditions differing 
materially from those indicated in this contract or unknown unusual 
physical conditions at the site before proceeding with the work.
    (c) If changes under paragraph (a) or conditions under paragraph (b) 
increase or decrease the cost of, or time required for performing the 
work, the Contracting Officer shall make an equitable adjustment (see 
paragraph (d)) upon submittal of a proposal for adjustment (hereafter 
referred to as proposal) by the Contractor before final payment under 
the contract.
    (d) The Contracting Officer shall not make an equitable adjustment 
under paragraph (b) unless--
    (1) The Contractor has submitted and the Contracting Officer has 
received the required written notice; or
    (2) The Contracting Officer waives the requirement for the written 
notice.
    (e) Failure to agree to any adjustment shall be a dispute under the 
Disputes clause.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34761, July 3, 1995]



52.243-6  Change Order Accounting.

    As prescribed in 43.205(f), the contracting officer may insert a 
clause, substantially the same as follows:

                   Change Order Accounting (APR 1984)

    The Contracting Officer may require change order accounting whenever 
the estimated cost of a change or series of related changes exceeds 
$100,000. The Contractor, for each change or series of related changes, 
shall maintain separate accounts, by job order or other suitable 
accounting procedure, of all incurred segregable, direct costs (less 
allocable credits) of work, both changed and not changed, allocable to 
the change. The Contractor shall maintain such accounts until the 
parties agree to an equitable adjustment for the changes ordered by the 
Contracting Officer or the matter is conclusively disposed of in 
accordance with the Disputes clause.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 29297, July 11, 1989; 
56 FR 15156, Apr. 15, 1991]



52.243-7  Notification of Changes.

    As prescribed in 43.107, insert the following clause:

                   Notification of Changes (APR 1984)

    (a) Definitions.

[[Page 326]]

    Contracting Officer, as used in this clause, does not include any 
representative of the Contracting Officer.
    Specifically Authorized Representative (SAR), as used in this 
clause, means any person the Contracting Officer has so designated by 
written notice (a copy of which shall be provided to the Contractor) 
which shall refer to this subparagraph and shall be issued to the 
designated representative before the SAR exercises such authority.
    (b) Notice. The primary purpose of this clause is to obtain prompt 
reporting of Government conduct that the Contractor considers to 
constitute a change to this contract. Except for changes identified as 
such in writing and signed by the Contracting Officer, the Contractor 
shall notify the Administrative Contracting Officer in writing promptly, 
within -- (to be negotiated) calendar days from the date that the 
Contractor identifies any Government conduct (including actions, 
inactions, and written or oral communications) that the Contractor 
regards as a change to the contract terms and conditions. On the basis 
of the most accurate information available to the Contractor, the notice 
shall state--
    (1) The date, nature, and circumstances of the conduct regarded as a 
change;
    (2) The name, function, and activity of each Government individual 
and Contractor official or employee involved in or knowledgeable about 
such conduct;
    (3) The identification of any documents and the substance of any 
oral communication involved in such conduct;
    (4) In the instance of alleged acceleration of scheduled performance 
or delivery, the basis upon which it arose;
    (5) The particular elements of contract performance for which the 
Contractor may seek an equitable adjustment under this clause, 
including--
    (i) What contract line items have been or may be affected by the 
alleged change;
    (ii) What labor or materials or both have been or may be added, 
deleted, or wasted by the alleged change;
    (iii) To the extent practicable, what delay and disruption in the 
manner and sequence of performance and effect on continued performance 
have been or may be caused by the alleged change;
    (iv) What adjustments to contract price, delivery schedule, and 
other provisions affected by the alleged change are estimated; and
    (6) The Contractor's estimate of the time by which the Government 
must respond to the Contractor's notice to minimize cost, delay or 
disruption of performance.
    (c) Continued performance. Following submission of the notice 
required by (b) above, the Contractor shall diligently continue 
performance of this contract to the maximum extent possible in 
accordance with its terms and conditions as construed by the Contractor, 
unless the notice reports a direction of the Contracting Officer or a 
communication from a SAR of the Contracting Officer, in either of which 
events the Contractor shall continue performance; provided, however, 
that if the Contractor regards the direction or communication as a 
change as described in (b) above, notice shall be given in the manner 
provided. All directions, communications, interpretations, orders and 
similar actions of the SAR shall be reduced to writing promptly and 
copies furnished to the Contractor and to the Contracting Officer. The 
Contracting Officer shall promptly countermand any action which exceeds 
the authority of the SAR.
    (d) Government response. The Contracting Officer shall promptly, 
within -- (to be negotiated) calendar days after receipt of notice, 
respond to the notice in writing. In responding, the Contracting Officer 
shall either--
    (1) Confirm that the conduct of which the Contractor gave notice 
constitutes a change and when necessary direct the mode of further 
performance;
    (2) Countermand any communication regarded as a change;
    (3) Deny that the conduct of which the Contractor gave notice 
constitutes a change and when necessary direct the mode of further 
performance; or
    (4) In the event the Contractor's notice information is inadequate 
to make a decision under (1), (2), or (3) above, advise the Contractor 
what additional information is required, and establish the date by which 
it should be furnished and the date thereafter by which the Government 
will respond.
    (e) Equitable adjustments. (1) If the Contracting Officer confirms 
that Government conduct effected a change as alleged by the Contractor, 
and the conduct causes an increase or decrease in the Contractor's cost 
of, or the time required for, performance of any part of the work under 
this contract, whether changed or not changed by such conduct, an 
equitable adjustment shall be made--
    (i) In the contract price or delivery schedule or both; and
    (ii) In such other provisions of the contract as may be affected.
    (2) The contract shall be modified in writing accordingly. In the 
case of drawings, designs or specifications which are defective and for 
which the Government is responsible, the equitable adjustment shall 
include the cost and time extension for delay reasonably incurred by the 
Contractor in attempting to comply with the defective drawings, designs 
or specifications before the Contractor identified, or reasonably should 
have identified, such defect. When the cost of property made obsolete or 
excess as a result of a change confirmed by the Contracting Officer 
under

[[Page 327]]

this clause is included in the equitable adjustment, the Contracting 
Officer shall have the right to prescribe the manner of disposition of 
the property. The equitable adjustment shall not include increased costs 
or time extensions for delay resulting from the Contractor's failure to 
provide notice or to continue performance as provided, respectively, in 
(b) and (c) above.

    Note: The phrases contract price and cost wherever they appear in 
the clause, may be appropriately modified to apply to cost-reimbursement 
or incentive contracts, or to combinations thereof.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 25534, June 21, 1990; 
55 FR 38518, Sept. 18, 1990; 71 FR 57369, Sept. 28, 2006]



52.244-1  [Reserved]



52.244-2  Subcontracts.

    As prescribed in 44.204(a)(1), insert the following clause:

                         Subcontracts (JUN 2007)

    (a) Definitions. As used in this clause--
    Approved purchasing system means a Contractor's purchasing system 
that has been reviewed and approved in accordance with Part 44 of the 
Federal Acquisition Regulation (FAR).
    Consent to subcontract means the Contracting Officer's written 
consent for the Contractor to enter into a particular subcontract.
    Subcontract means any contract, as defined in FAR Subpart 2.1, 
entered into by a subcontractor to furnish supplies or services for 
performance of the prime contract or a subcontract. It includes, but is 
not limited to, purchase orders, and changes and modifications to 
purchase orders.
    (b) When this clause is included in a fixed-price type contract, 
consent to subcontract is required only on unpriced contract actions 
(including unpriced modifications or unpriced delivery orders), and only 
if required in accordance with paragraph (c) or (d) of this clause.
    (c) If the Contractor does not have an approved purchasing system, 
consent to subcontract is required for any subcontract that--
    (1) Is of the cost-reimbursement, time-and-materials, or labor-hour 
type; or
    (2) Is fixed-price and exceeds--
    (i) For a contract awarded by the Department of Defense, the Coast 
Guard, or the National Aeronautics and Space Administration, the greater 
of the simplified acquisition threshold or 5 percent of the total 
estimated cost of the contract; or
    (ii) For a contract awarded by a civilian agency other than the 
Coast Guard and the National Aeronautics and Space Administration, 
either the simplified acquisition threshold or 5 percent of the total 
estimated cost of the contract.
    (d) If the Contractor has an approved purchasing system, the 
Contractor nevertheless shall obtain the Contracting Officer's written 
consent before placing the following subcontracts:

________________________________________________________________________

________________________________________________________________________

________________________________________________________________________

    (e)(1) The Contractor shall notify the Contracting Officer 
reasonably in advance of placing any subcontract or modification thereof 
for which consent is required under paragraph (b), (c), or (d) of this 
clause, including the following information:
    (i) A description of the supplies or services to be subcontracted.
    (ii) Identification of the type of subcontract to be used.
    (iii) Identification of the proposed subcontractor.
    (iv) The proposed subcontract price.
    (v) The subcontractor's current, complete, and accurate cost or 
pricing data and Certificate of Current Cost or Pricing Data, if 
required by other contract provisions.
    (vi) The subcontractor's Disclosure Statement or Certificate 
relating to Cost Accounting Standards when such data are required by 
other provisions of this contract.
    (vii) A negotiation memorandum reflecting--
    (A) The principal elements of the subcontract price negotiations;
    (B) The most significant considerations controlling establishment of 
initial or revised prices;
    (C) The reason cost or pricing data were or were not required;
    (D) The extent, if any, to which the Contractor did not rely on the 
subcontractor's cost or pricing data in determining the price objective 
and in negotiating the final price;
    (E) The extent to which it was recognized in the negotiation that 
the subcontractor's cost or pricing data were not accurate, complete, or 
current; the action taken by the Contractor and the subcontractor; and 
the effect of any such defective data on the total price negotiated;
    (F) The reasons for any significant difference between the 
Contractor's price objective and the price negotiated; and
    (G) A complete explanation of the incentive fee or profit plan when 
incentives are used. The explanation shall identify each critical 
performance element, management decisions used to quantify each 
incentive element, reasons for the incentives, and a summary of all 
trade-off possibilities considered.

[[Page 328]]

    (2) The Contractor is not required to notify the Contracting Officer 
in advance of entering into any subcontract for which consent is not 
required under paragraph (b), (c), or (d) of this clause.
    (f) Unless the consent or approval specifically provides otherwise, 
neither consent by the Contracting Officer to any subcontract nor 
approval of the Contractor's purchasing system shall constitute a 
determination--
    (1) Of the acceptability of any subcontract terms or conditions;
    (2) Of the allowability of any cost under this contract; or
    (3) To relieve the Contractor of any responsibility for performing 
this contract.
    (g) No subcontract or modification thereof placed under this 
contract shall provide for payment on a cost-plus-a-percentage-of-cost 
basis, and any fee payable under cost-reimbursement type subcontracts 
shall not exceed the fee limitations in FAR 15.404-4(c)(4)(i).
    (h) The Contractor shall give the Contracting Officer immediate 
written notice of any action or suit filed and prompt notice of any 
claim made against the Contractor by any subcontractor or vendor that, 
in the opinion of the Contractor, may result in litigation related in 
any way to this contract, with respect to which the Contractor may be 
entitled to reimbursement from the Government.
    (i) The Government reserves the right to review the Contractor's 
purchasing system as set forth in FAR Subpart 44.3.
    (j) Paragraphs (c) and (e) of this clause do not apply to the 
following subcontracts, which were evaluated during negotiations:

________________________________________________________________________

________________________________________________________________________

________________________________________________________________________

                             (End of clause)

    Alternate I (JUNE 2007). As prescribed in 44.204(a)(2), substitute 
the following paragraph (e)(2) for paragraph (e)(2) of the basic clause:

    (e)(2) If the Contractor has an approved purchasing system and 
consent is not required under paragraph (c) or (d) of this clause, the 
Contractor nevertheless shall notify the Contracting Officer reasonably 
in advance of entering into any (i) cost-plus-fixed-fee subcontract, or 
(ii) fixed-price subcontract that exceeds either the simplified 
acquisition threshold or 5 percent of the total estimated cost of this 
contract. The notification shall include the information required by 
paragraphs (e)(1)(i) through (e)(1)(iv) of this clause.

[63 FR 34061, June 22, 1998, as amended at 70 FR 11762, Mar. 9, 2005; 71 
FR 226, Jan. 2006; 72 FR 27389, May 15, 2007]



52.244-3  [Reserved]



52.244-4  Subcontractors and outside associates and consultants (Architect-

engineer services).

    As prescribed in 44.204(b), insert the following clause:

    Subcontractors and Outside Associates and Consultants (Architect-
                      Engineer Services) (AUG 1998)

    Any subcontractors and outside associates or consultants required by 
the Contractor in connection with the services covered by the contract 
will be limited to individuals or firms that were specifically 
identified and agreed to during negotiations. The Contractor shall 
obtain the Contracting Officer's written consent before making any 
substitution for these subcontractors, associates, or consultants.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 63 FR 34062, June 22, 1998]



52.244-5  Competition in Subcontracting.

    As prescribed in 44.204(c), insert the following clause:

                Competition in Subcontracting (DEC 1996)

    (a) The Contractor shall select subcontractors (including suppliers) 
on a competitive basis to the maximum practical extent consistent with 
the objectives and requirements of the contract.
    (b) If the Contractor is an approved mentor under the Department of 
Defense Pilot Mentor-Prot[eacute]g[eacute] Program (Pub. L. 101-510, 
section 831 as amended), the Contractor may award subcontracts under 
this contract on a noncompetitive basis to its prot[eacute]g[eacute]s.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995; 
61 FR 2638, Jan 26, 1996; 61 FR 67420, Dec. 20, 1996; 63 FR 34062, June 
22, 1998]



52.244-6  Subcontracts for Commercial Items.

    As prescribed in 44.403, insert the following clause:

[[Page 329]]

            Subcontracts for Commercial Items (AUG 11, 2009)

    (a) Definitions. As used in this clause--
    Commercial item has the meaning contained in Federal Acquisition 
Regulation 2.101, Definitions.
    Subcontract includes a transfer of commercial items between 
divisions, subsidiaries, or affiliates of the Contractor or 
subcontractor at any tier.
    (b) To the maximum extent practicable, the Contractor shall 
incorporate, and require its subcontractors at all tiers to incorporate, 
commercial items or nondevelopmental items as components of items to be 
supplied under this contract.
    (c)(1) The Contractor shall insert the following clauses in 
subcontracts for commercial items:
    (i) 52.203-13, Contractor Code of Business Ethics and Conduct (Dec 
2008) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)), if 
the subcontract exceeds $5,000,000 and has a performance period of more 
than 120 days. In altering this clause to identify the appropriate 
parties, all disclosures of violation of the civil False Claims Act or 
of Federal criminal law shall be directed to the agency Office of the 
Inspector General, with a copy to the Contracting Officer.
    (ii) 52.203-15, Whistleblower Protections Under the American 
Recovery and Reinvestment Act of 2009 (Section 1553 of Pub. L. 111-5), 
if the subcontract is funded under the Recovery Act.(iii) 52.219-8, 
Utilization of Small Business Concerns (May 2004) (15 U.S.C. 637(d)(2) 
and (3)), if the subcontract offers further subcontracting 
opportunities. If the subcontract (except subcontracts to small business 
concerns) exceeds $550,000 ($1,000,000 for construction of any public 
facility), the subcontractor must include 52.219-8 in lower tier 
subcontracts that offer subcontracting opportunities.
    (iii) 52.219-8, Utilization of Small Business Concerns (MAY 2004) 
(15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further 
subcontracting opportunities. If the subcontract (except subcontracts to 
small business concerns) exceeds $550,000 ($1,000,000 for construction 
of any public facility), the subcontractor must include 52.219-8 in 
lower tier subcontracts that offer subcontracting opportunities.
    (iv) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).
    (v) 52.222-35, Equal Opportunity for Special Disabled Veterans, 
Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 
U.S.C. 4212(a));
    (vi) 52.222-36, Affirmative Action for Workers with Disabilities 
(JUN 1998) (29 U.S.C. 793).
    (vii) 52.222-39, Notification of Employee Rights Concerning Payment 
of Union Dues or Fees (Dec 2004) (E.O. 13201), if flow down is required 
in accordance with paragraph (g) of FAR clause 52.222-39).
    (viii) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 
U.S.C. 7104(g)).
    (ix) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial 
Vessels (Feb 2006) (46 U.S.C. App. 1241 and 10 U.S.C. 2631), if flow 
down is required in accordance with paragraph (d) of FAR clause 52.247-
64.
    (2) While not required, the Contractor may flow down to subcontracts 
for commercial items a minimal number of additional clauses necessary to 
satisfy its contractual obligations.
    (d) The Contractor shall include the terms of this clause, including 
this paragraph (d), in subcontracts awarded under this contract.

                             (End of clause)

[60 FR 48256, Sept. 18, 1995, as amended at 63 FR 9059, Feb. 23, 1998; 
63 FR 58603, Oct. 30, 1998; 66 FR 2140, Jan. 10, 2001; 66 FR 53491, Nov. 
22, 2001; 67 FR 21539, Apr. 30, 2002; 68 FR 13204, Mar. 18, 2003; 68 FR 
28098, May 22, 2003; 69 FR 25280, May 5, 2004; 69 FR 34229, June 18, 
2004; 69 FR 76355, Dec. 20, 2004; 71 FR 206, Jan. 3, 2006; 71 FR 57369, 
Sept. 28, 2006; 72 FR 13588, Mar. 22, 2007; 73 FR 67092, Nov. 12, 2008; 
74 FR 2745, Jan. 15, 2009; 74 FR 14636, Mar. 31, 2009; 74 FR 40468, Aug. 
11, 2009]

    Editorial Note: At 74 FR 40468, Aug. 11, 2009, Sec. 52.244-6 was 
amended; however paragraph (c)(1)(iii) could not be revised due to 
inaccurate amendatory instruction.



52.245-1  Government Property.

    As prescribed in 45.107(a), insert the following clause:

                     Government Property (JUN 2007)

    (a) Definitions. As used in this clause--
    Acquisition cost means the cost to acquire a tangible capital asset 
including the purchase price of the asset and costs necessary to prepare 
the asset for use. Costs necessary to prepare the asset for use include 
the cost of placing the asset in location and bringing the asset to a 
condition necessary for normal or expected use.
    Cannibalize means to remove serviceable parts from one item of 
equipment in order to install them on another item of equipment.
    Contractor-acquired property means property acquired, fabricated, or 
otherwise provided by the Contractor for performing a contract, and to 
which the Government has title.
    Contractor inventory means--
    (1) Any property acquired by and in the possession of a Contractor 
or subcontractor under a contract for which title is vested in the 
Government and which exceeds the amounts needed to complete full 
performance under the entire contract;

[[Page 330]]

    (2) Any property that the Government is obligated or has the option 
to take over under any type of contract, e.g., as a result either of any 
changes in the specifications or plans thereunder or of the termination 
of the contract (or subcontract thereunder), before completion of the 
work, for the convenience or at the option of the Government; and
    (3) Government-furnished property that exceeds the amounts needed to 
complete full performance under the entire contract.
    Contractor's managerial personnel means the Contractor's directors, 
officers, managers, superintendents, or equivalent representatives who 
have supervision or direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operation at any 
one plant or separate location; or
    (3) A separate and complete major industrial operation.
    Demilitarization means rendering a product unusable for, and not 
restorable to, the purpose for which it was designed or is customarily 
used.
    Discrepancies incident to shipment means any differences (e.g., 
count or condition) between the items documented to have been shipped 
and items actually received.
    Equipment means a tangible asset that is functionally complete for 
its intended purpose, durable, nonexpendable, and needed for the 
performance of a contract. Equipment is not intended for sale, and does 
not ordinarily lose its identity or become a component part of another 
article when put into use.
    Government-furnished property means property in the possession of, 
or directly acquired by, the Government and subsequently furnished to 
the Contractor for performance of a contract.
    Government property means all property owned or leased by the 
Government. Government property includes both Government-furnished and 
Contractor-acquired property.
    Material means property that may be consumed or expended during the 
performance of a contract, component parts of a higher assembly, or 
items that lose their individual identity through incorporation into an 
end-item. Material does not include equipment, special tooling and 
special test equipment.
    Nonseverable means property that cannot be removed after 
construction or installation without substantial loss of value or damage 
to the installed property or to the premises where installed.
    Plant equipment as used in this part, means personal property of a 
capital nature (including equipment, machine tools, test equipment, 
furniture, vehicles, and accessory and auxiliary items) for use in 
manufacturing supplies, in performing services, or for any 
administrative or general plant purpose. It does not include special 
tooling or special test equipment.
    Precious metals means silver, gold, platinum, palladium, iridium, 
osmium, rhodium, and ruthenium.
    Property means all tangible property, both real and personal.
    Property Administrator means an authorized representative of the 
Contracting Officer appointed in accordance with agency procedures, 
responsible for administering the contract requirements and obligations 
relating to Government property in the possession of a Contractor.
    Provide means to furnish, as in Government-furnished property, or to 
acquire, as in contractor-acquired property.
    Real property means land and rights in land, ground improvements, 
utility distribution systems, and buildings and other structures. It 
does not include foundations and other work necessary for installing 
special tooling, special test equipment, or plant equipment.
    Sensitive property means property potentially dangerous to the 
public safety or security if stolen, lost, or misplaced, or that shall 
be subject to exceptional physical security, protection, control, and 
accountability. Examples include weapons, ammunition, explosives, 
controlled substances, radioactive materials, hazardous materials or 
wastes, or precious metals.
    Surplus property means excess personal property not required by any 
Federal agency as determined by the Administrator of the General 
Services Administration (GSA).
    (b) Property management. (1) The Contractor shall have a system to 
manage (control, use, preserve, protect, repair and maintain) Government 
property in its possession. The system shall be adequate to satisfy the 
requirements of this clause. In doing so, the Contractor shall initiate 
and maintain the processes, systems, procedures, records, and 
methodologies necessary for effective control of Government property, 
consistent with voluntary consensus standards and/or industry-leading 
practices and standards for Government property management except where 
inconsistent with law or regulation. During the period of performance, 
the Contractor shall disclose any significant changes to their property 
management system to the Property Administrator prior to implementation.
    (2) The Contractor's responsibility extends from the initial 
acquisition and receipt of property, through stewardship, custody, and 
use until formally relieved of responsibility by authorized means, 
including delivery, consumption, expending, disposition, or via a 
completed investigation, evaluation, and final determination for lost, 
damaged, destroyed, or stolen property. This requirement applies to all 
Government property under the Contractor's accountability, stewardship, 
possession or control, including its

[[Page 331]]

vendors or subcontractors (see paragraph (f)(1)(v) of this cluase).
    (3) The Contractor shall include the requirements of this clause in 
all subcontracts under which Government property is acquired or 
furnished for subcontract performance.
    (c) Use of Government property. The Contractor shall use Government 
property, either furnished or acquired under this contract, only for 
performing this contract, unless otherwise provided for in this contract 
or approved by the Contracting Officer. The Contractor shall not modify, 
cannibalize, or make alterations to Government property unless this 
contract specifically identifies the modifications, alterations or 
improvements as work to be performed.
    (d) Government-furnished property. (1) The Government shall deliver 
to the Contractor the Government-furnished property described in this 
contract. The Government shall furnish related data and information 
needed for the intended use of the property. The warranties of 
suitability of use and timely delivery of Government-furnished property 
do not apply to property acquired or fabricated by the Contractor as 
contractor-acquired property and subsequently transferred to another 
contract with this Contractor.
    (2) The delivery and/or performance dates specified in this contract 
are based upon the expectation that the Government-furnished property 
will be suitable for contract performance and will be delivered to the 
Contractor by the dates stated in the contract.
    (i) If the property is not delivered to the Contractor by the dates 
stated in the contract, the Contracting Officer shall, upon the 
Contractor's timely written request, consider an equitable adjustment to 
the contract.
    (ii) In the event property is received by the Contractor, or for 
Government-furnished property after receipt and installation, in a 
condition not suitable for its intended use, the Contracting Officer 
shall, upon the Contractor's timely written request, advise the 
Contractor on a course of action to remedy the problem. Such action may 
include repairing, replacing, modifying, returning, or otherwise 
disposing of the property at the Government's expense. Upon completion 
of the required action(s), the Contracting Officer shall consider an 
equitable adjustment to the contract (see also paragraph (f)(1)(ii)(A) 
of this clause).
    (iii) The Government may, at its option, furnish property in an 
``as-is'' condition. The Contractor will be given the opportunity to 
inspect such property prior to the property being provided. In such 
cases, the Government makes no warranty with respect to the 
serviceability and/or suitability of the property for contract 
performance. Any repairs, replacement, and/or refurbishment shall be at 
the Contractor's expense.
    (3)(i) The Contracting Officer may by written notice, at any time--
    (A) Increase or decrease the amount of Government-furnished property 
under this contract;
    (B) Substitute other Government-furnished property for the property 
previously furnished, to be furnished, or to be acquired by the 
Contractor for the Government under this contract; or
    (C) Withdraw authority to use property.
    (ii) Upon completion of any action(s) under aragraph (d)(3)(i) of 
this clause, and the Contractor's timely written request, the 
Contracting Officer shall consider an equitable adjustment to the 
contract.
    (e) Title to Government property. (1) The Government shall retain 
title to all Government-furnished property. Title to Government property 
shall not be affected by its incorporation into or attachment to any 
property not owned by the Government, nor shall Government property 
become a fixture or lose its identity as personal property by being 
attached to any real property.
    (2) Fixed-price contracts. (i) All Government-furnished property and 
all property acquired by the Contractor, title to which vests in the 
Government under this paragraph (collectively referred to as 
``Government property)'', are subject to the provisions of this clause.
    (ii) Title to each item of equipment, special test equipment and 
special tooling acquired by the Contractor for the Government under this 
contract shall pass to and vest in the Government when its use in 
performing this contract commences or when the Government has paid for 
it, whichever is earlier, whether or not title previously vested in the 
Government.
    (iii) If this contract contains a provision directing the Contractor 
to purchase material for which the Government will reimburse the 
Contractor as a direct item of cost under this contract--
    (A) Title to material purchased from a vendor shall pass to and vest 
in the Government upon the vendor's delivery of such material; and
    (B) Title to all other material shall pass to and vest in the 
Government upon--
    (1) Issuance of the material for use in contract performance;
    (2) Commencement of processing of the material or its use in 
contract performance; or
    (3) Reimbursement of the cost of the material by the Government, 
whichever occurs first.
    (3) Title under Cost-Reimbursement or Time-and-Material Contracts or 
Cost-Reimbursable contract line items under Fixed-Price contracts. (i) 
Title to all property purchased by the

[[Page 332]]

Contractor for which the Contractor is entitled to be reimbursed as a 
direct item of cost under this contract shall pass to and vest in the 
Government upon the vendor's delivery of such property.
    (ii) Title to all other property, the cost of which is reimbursable 
to the Contractor, shall pass to and vest in the Government upon--
    (A) Issuance of the property for use in contract performance;
    (B) Commencement of processing of the property for use in contract 
performance; or
    (C) Reimbursement of the cost of the property by the Government, 
whichever occurs first.
    (iii) All Government-furnished property and all property acquired by 
the Contractor, title to which vests in the Government under this 
paragraph (e)(3)(iii) (collectively referred to as ``Government 
property)'', are subject to the provisions of this clause.
    (f) Contractor plans and systems. (1) Contractors shall establish 
and implement property management plans, systems, and procedures at the 
contract, program, site or entity level to enable the following 
outcomes:
    (i) Acquisition of Property. The Contractor shall document that all 
property was acquired consistent with its engineering, production 
planning, and material control operations.
    (ii) Receipt of Government Property. The Contractor shall receive 
Government property (document the receipt), record the information 
necessary to meet the record requirements of paragraph (f)(1)(iii)(A)(1) 
through (5) of this clause, identify as Government owned in a manner 
appropriate to the type of property (e.g., stamp, tag, mark, or other 
identification), and manage any discrepancies incident to shipment.
    (A) Government-furnished property. The Contractor shall furnish a 
written statement to the Property Administrator containing all relevant 
facts, such as cause or condition and a recommended course(s) of action, 
if overages, shortages, or damages and/or other discrepancies are 
discovered upon receipt of Government-furnished property.
    (B) Contractor-acquired property. The Contractor shall take all 
actions necessary to adjust for overages, shortages, damage and/or other 
discrepancies discovered upon receipt, in shipment of Contractor-
acquired property from a vendor or supplier, so as to ensure the proper 
allocability and allowability of associated costs.
    (iii) Records of Government property. The Contractor shall create 
and maintain records of all Government property accountable to the 
contract, including Government-furnished and Contractor-acquired 
property.
    (A) Property records shall enable a complete, current, auditable 
record of all transactions and shall, unless otherwise approved by the 
Property Administrator, contain the following:
    (1) The name, part number and description, manufacturer, model 
number, and National Stock Number (if needed for additional item 
identification tracking and/or disposition).
    (2) Quantity received (or fabricated), issued, and balance-on-hand.
    (3) Unit acquisition cost.
    (4) Unique-item identifier or equivalent (if available and necessary 
for individual item tracking).
    (5) Unit of measure.
    (6) Accountable contract number or equivalent code designation.
    (7) Location.
    (8) Disposition.
    (9) Posting reference and date of transaction.
    (10) Date placed in service.
    (B) Use of a Receipt and Issue System for Government Material. When 
approved by the Property Administrator, the Contractor may maintain, in 
lieu of formal property records, a file of appropriately cross-
referenced documents evidencing receipt, issue, and use of material that 
is issued for immediate consumption.
    (iv) Physical inventory. The Contractor shall periodically perform, 
record, and disclose physical inventory results. A final physical 
inventory shall be performed upon contract completion or termination. 
The Property Administrator may waive this final inventory requirement, 
depending on the circumstances (e.g., overall reliability of the 
Contractor's system or the property is to be transferred to a follow-on 
contract).
    (v) Subcontractor control. (A) The Contractor shall award 
subcontracts that clearly identify assets to be provided and shall 
ensure appropriate flow down of contract terms and conditions (e.g., 
extent of liability for loss, damage, destruction or theft of Government 
property).
    (B) The Contractor shall assure its subcontracts are properly 
administered and reviews are periodically performed to determine the 
adequacy of the subcontractor's property management system.
    (vi) Reports. The Contractor shall have a process to create and 
provide reports of discrepancies; loss, damage, destruction, or theft; 
physical inventory results; audits and self-assessments; corrective 
actions; and other property related reports as directed by the 
Contracting Officer.
    (A) Loss, damage, destruction, or theft. Unless otherwise directed 
by the Property Administrator, the Contractor shall investigate and 
promptly furnish a written narrative of all incidents of loss, damage, 
destruction, or theft to the property administrator as soon as the facts 
become known or when requested by the Government.
    (B) Such reports shall, at a minimum, contain the following 
information:

[[Page 333]]

    (1) Date of incident (if known).
    (2) The name, commercial description, manufacturer, model number, 
and National Stock Number (if applicable).
    (3) Quantity.
    (4) Unique Item Identifier (if available).
    (5) Accountable Contract number.
    (6) A statement indicating current or future need.
    (7) Acquisition cost, or if applicable, estimated scrap proceeds, 
estimated repair or replacement costs.
    (8) All known interests in commingled property of which the 
Government property is a part.
    (9) Cause and corrective action taken or to be taken to prevent 
recurrence.
    (10) A statement that the Government will receive any reimbursement 
covering the loss, damage, destruction, or theft, in the event the 
Contractor was or will be reimbursed or compensated.
    (11) Copies of all supporting documentation.
    (12) Last known location.
    (13) A statement that the property did or did not contain sensitive 
or hazardous material, and if so, that the appropriate agencies were 
notified.
    (vii) Relief of stewardship responsibility. Unless the contract 
provides otherwise, the Contractor shall be relieved of stewardship 
responsibility for Government property when such property is--
    (A) Consumed or expended, reasonably and properly, or otherwise 
accounted for, in the performance of the contract, including reasonable 
inventory adjustments of material as determined by the Property 
Administrator; or a Property Administrator granted relief of 
responsibility for loss, damage, destruction or theft of Government 
property;
    (B) Delivered or shipped from the Contractor's plant, under 
Government instructions, except when shipment is to a subcontractor or 
other location of the Contractor; or
    (C) Disposed of in accordance with paragraphs (j) and (k) of this 
clause.
    (viii) Utilizing Government property. (A) The Contractor shall 
utilize, consume, move, and store Government Property only as authorized 
under this contract. The Contractor shall promptly disclose and report 
Government property in its possession that is excess to contract 
performance.
    (B) Unless otherwise authorized in this contract or by the Property 
Administrator the Contractor shall not commingle Government property 
with property not owned by the Government.
    (ix) Maintenance. The Contractor shall properly maintain Government 
property. The Contractor's maintenance program shall enable the 
identification, disclosure, and performance of normal and routine 
preventative maintenance and repair. The Contractor shall disclose and 
report to the Property Administrator the need for replacement and/or 
capital rehabilitation.
    (x) Property closeout. The Contractor shall promptly perform and 
report to the Property Administrator contract property closeout, to 
include reporting, investigating and securing closure of all loss, 
damage, destruction, or theft cases; physically inventorying all 
property upon termination or completion of this contract; and disposing 
of items at the time they are determined to be excess to contractual 
needs.
    (2) The Contractor shall establish and maintain Government 
accounting source data, as may be required by this contract, 
particularly in the areas of recognition of acquisitions and 
dispositions of material and equipment.
    (3) The Contractor shall establish and maintain procedures necessary 
to assess its property management system effectiveness, and shall 
perform periodic internal reviews and audits. Significant findings and/
or results of such reviews and audits pertaining to Government property 
shall be made available to the Property Administrator.
    (g) Systems analysis. (1) The Government shall have access to the 
contractor's premises and all Government property, at reasonable times, 
for the purposes of reviewing, inspecting and evaluating the 
Contractor's property management plan, systems, procedures, records, and 
supporting documentation that pertains to Government property.
    (2) Records of Government property shall be readily available to 
authorized Government personnel and shall be safeguarded from tampering 
or destruction.
    (3) Should it be determined by the Government that the Contractor's 
property management practices are inadequate or not acceptable for the 
effective management and/or control of Government property under this 
contract, and/or present an undue risk to the Government, the Contractor 
shall immediately take all necessary corrective actions as directed by 
the Property Administrator.
    (4) The Contractor shall ensure Government access to subcontractor 
premises, and all Government property located at subcontractor premises, 
for the purposes of reviewing, inspecting and evaluating the 
subcontractor's property management plan, systems, procedures, records, 
and supporting documentation that pertains to Government property.
    (h) Contractor Liability for Government Property. (1) Unless 
otherwise provided for in the contract, the Contractor shall not be 
liable for loss, damage, destruction, or theft to the Government 
property furnished or acquired under this contract, except when any one 
of the following applies--
    (i) The risk is covered by insurance or the Contractor is otherwise 
reimbursed (to the extent of such insurance or reimbursement).

[[Page 334]]

The allowability of insurance costs shall be determined in accordance 
with 31.205-19.
    (ii) The loss, damage, destruction, or theft is the result of 
willful misconduct or lack of good faith on the part of the Contractor's 
managerial personnel. Contractor's managerial personnel, in this clause, 
means the Contractor's directors, officers, managers, superintendents, 
or equivalent representatives who have supervision or direction of all 
or substantially all of the Contractor's business; all or substantially 
all of the Contractor's operation at any one plant or separate location; 
or a separate and complete major industrial operation.
    (iii) The Contracting Officer has, in writing, revoked the 
Government's assumption of risk for loss, damage, destruction, or theft, 
due to a determination under paragraph (g) of this clause that the 
Contractor's property management practices are inadequate, and/or 
present an undue risk to the Government, and the Contractor failed to 
take timely corrective action. If the Contractor can establish by clear 
and convincing evidence that the loss, damage, destruction, or theft of 
Government property occurred while the Contractor had adequate property 
management practices or the loss, damage, destruction, or theft of 
Government property did not result from the Contractor's failure to 
maintain adequate property management practices, the Contractor shall 
not be held liable.
    (2) The Contractor shall take all reasonable actions necessary to 
protect the Government property from further loss, damage, destruction, 
or theft. The Contractor shall separate the damaged and undamaged 
Government property, place all the affected Government property in the 
best possible order, and take such other action as the Property 
Administrator directs.
    (3) The Contractor shall do nothing to prejudice the Government's 
rights to recover against third parties for any loss, damage, 
destruction, or theft of Government property.
    (4) Upon the request of the Contracting Officer, the Contractor 
shall, at the Government's expense, furnish to the Government all 
reasonable assistance and cooperation, including the prosecution of suit 
and the execution of instruments of assignment in favor of the 
Government in obtaining recovery.
    (i) Equitable adjustment. Equitable adjustments under this clause 
shall be made in accordance with the procedures of the Changes clause. 
The right to an equitable adjustment shall be the Contractor's exclusive 
remedy and the Government shall not be liable to suit for breach of 
contract for the following:
    (1) Any delay in delivery of Government-furnished property.
    (2) Delivery of Government-furnished property in a condition not 
suitable for its intended use.
    (3) An increase, decrease, or substitution of Government-furnished 
property.
    (4) Failure to repair or replace Government property for which the 
Government is responsible.
    (j) Contractor inventory disposal. Except as otherwise provided for 
in this contract, the Contractor shall not dispose of Contractor 
inventory until authorized to do so by the Plant Clearance Officer.
    (1) Scrap to which the Government has obtained title under paragraph 
(e) of this clause. (i) Contractor with an approved scrap procedure. (A) 
The Contractor may dispose of scrap resulting from production or testing 
under this contract without Government approval. However, if the scrap 
requires demilitarization or is sensitive property, the Contractor shall 
submit the scrap on an inventory disposal schedule.
    (B) For scrap from other than production or testing the Contractor 
may prepare scrap lists in lieu of inventory disposal schedules 
(provided such lists are consistent with the approved scrap procedures), 
except that inventory disposal schedules shall be submitted for scrap 
aircraft or aircraft parts and scrap that--
    (1) Requires demilitarization;
    (2) Is a classified item;
    (3) Is generated from classified items;
    (4) Contains hazardous materials or hazardous wastes;
    (5) Contains precious metals; or
    (6) Is dangerous to the public health, safety, or welfare.
    (ii) Contractor without an approved scrap procedure. The Contractor 
shall submit an inventory disposal schedule for all scrap. The 
Contractor may not dispose of scrap resulting from production or testing 
under this contract without Government approval.
    (2) Predisposal requirements. (i) Once the Contractor determines 
that Contractor-acquired property is no longer needed for contract 
performance, the Contractor in the following order of priority--
    (A) May contact the Contracting Officer if use of the property in 
the performance of other Government contracts is practical;
    (B) May purchase the property at the acquisition cost; or
    (C) Shall make reasonable efforts to return unused property to the 
appropriate supplier at fair market value (less, if applicable, a 
reasonable restocking fee that is consistent with the supplier's 
customary practices).
    (ii) The Contractor shall list, on Standard Form 1428, Inventory 
Disposal Schedule, property that was not used in the performance of 
other Government contracts under paragraph (j)(2)(i)(A) of this clause, 
property that was not purchased under paragraph (j)(2)(i)(B) of this 
clause, and property that

[[Page 335]]

could not be returned to a supplier under paragraph (j)(2)(i)(C) of this 
clause.
    (3) Inventory disposal schedules. (i) The Contractor shall use 
Standard Form 1428, Inventory Disposal Schedule, to identify--
    (A) Government-furnished property that is no longer required for 
performance of this contract, provided the terms of another Government 
contract do not require the Government to furnish that property for 
performance of this contract;
    (B) Contractor-acquired property, to which the Government has 
obtained title under paragraph (e) of this clause, which is no longer 
required for performance of that contract; and
    (C) Termination inventory.
    (ii) The Contractor may annotate inventory disposal schedules to 
identify property the Contractor wishes to purchase from the Government.
    (iii) Unless the Plant Clearance Officer has agreed otherwise, or 
the contract requires electronic submission of inventory disposal 
schedules, the Contractor shall prepare separate inventory disposal 
schedules for--
    (A) Special test equipment with commercial components;
    (B) Special test equipment without commercial components;
    (C) Printing equipment;
    (D) Information technology (e.g., computers, computer components, 
peripheral equipment, and related equipment);
    (E) Precious metals;
    (F) Nonnuclear hazardous materials or hazardous wastes; or
    (G) Nuclear materials or nuclear wastes.
    (iv) The Contractor shall describe the property in sufficient detail 
to permit an understanding of its intended use. Property with the same 
description, condition code, and reporting location may be grouped in a 
single line item.
    (4) Submission requirements. The Contractor shall submit inventory 
disposal schedules to the Plant Clearance Officer no later than--
    (i) 30-days following the Contractor's determination that a 
Government property item is no longer required for performance of this 
contract;
    (ii) 60 days, or such longer period as may be approved by the Plant 
Clearance Officer, following completion of contract deliveries or 
performance; or
    (iii) 120 days, or such longer period as may be approved by the 
Termination Contracting Officer following contract termination in whole 
or in part.
    (5) Corrections. The Plant Clearance Officer may--
    (i) Reject a schedule for cause (e.g., contains errors, determined 
to be inaccurate); and
    (ii) Require the Contractor to correct an inventory disposal 
schedule.
    (6) Postsubmission adjustments. The Contractor shall notify the 
Plant Clearance Officer at least 10 working days in advance of its 
intent to remove an item from an approved inventory disposal schedule. 
Upon approval of the Plant Clearance Officer, or upon expiration of the 
notice period, the Contractor may make the necessary adjustments to the 
inventory schedule.
    (7) Storage. (i) The Contractor shall store the property identified 
on an inventory disposal schedule pending receipt of disposal 
instructions. The Government's failure to furnish disposal instructions 
within 120 days following acceptance of an inventory disposal schedule 
may entitle the Contractor to an equitable adjustment for costs incurred 
to store such property on or after the 121\st\ day.
    (ii) The Contractor shall obtain the Plant Clearance Officer's 
approval to remove Government property from the premises where the 
property is currently located prior to receipt of final disposition 
instructions. If approval is granted, any costs incurred by the 
Contractor to transport or store the property shall not increase the 
price or fee of any Government contract. The storage facility shall be 
appropriate for assuring the property's physical safety and suitability 
for use. Approval does not relieve the Contractor of any liability for 
such property under this contract.
    (8) Disposition instructions. (i) If the Government does not furnish 
disposition instructions to the Contractor within 45 days following 
acceptance of a scrap list, the Contractor may dispose of the listed 
scrap in accordance with the Contractor's approved scrap procedures.
    (ii) The Contractor shall prepare for shipment, deliver f.o.b. 
origin, or dispose of Contractor inventory as directed by the Plant 
Clearance Officer. If not returned to the Government, the Contractor 
shall remove and destroy any markings identifying the property as U.S. 
Government-owned property prior to its disposal.
    (iii) The Contracting Officer may require the Contractor to 
demilitarize the property prior to shipment or disposal. In such cases, 
the Contractor may be entitled to an equitable adjustment under 
paragraph (i) of this clause.
    (9) Disposal proceeds. As directed by the Contracting Officer, the 
Contractor shall credit the net proceeds from the disposal of Contractor 
inventory to the contract, or to the Treasury of the United States as 
miscellaneous receipts.
    (10) Subcontractor inventory disposal schedules. The Contractor 
shall require its Subcontractors to submit inventory disposal schedules 
to the Contractor in accordance with the requirements of paragraph 
(j)(4) of this clause.
    (k) Abandonment of Government property. (1) The Government shall not 
abandon sensitive

[[Page 336]]

Government property or termination inventory without the Contractor's 
written consent.
    (2) The Government, upon notice to the Contractor, may abandon any 
nonsensitive Government property in place, at which time all obligations 
of the Government regarding such property shall cease.
    (3) The Government has no obligation to restore or rehabilitate the 
Contractor's premises under any circumstances; however, if Government--
furnished property is withdrawn or is unsuitable for the intended use, 
or if other Government property is substituted, then the equitable 
adjustment under paragraph (i) of this clause may properly include 
restoration or rehabilitation costs.
    (l) Communication. All communications under this clause shall be in 
writing.
    (m) Contracts outside the United States. If this contract is to be 
performed outside of the United States and its outlying areas, the words 
``Government'' and ``Government-furnished'' (wherever they appear in 
this clause) shall be construed as ``United States Government'' and 
``United States Government-furnished,'' respectively.

                             (End of clause)

    Alternate I (JUN 2007). As prescribed in 45.107(a)(2), substitute 
the following for paragraph (h)(1) of the basic clause:

    (h)(1) The Contractor assumes the risk of, and shall be responsible 
for, any loss, damage, destruction, or theft of Government property upon 
its delivery to the Contractor as Government-furnished property. 
However, the Contractor is not responsible for reasonable wear and tear 
to Government property or for Government property properly consumed in 
performing this contract.

    Alternate II (JUN 2007). As prescribed in 45.107(a)(3), substitute 
the following for paragraph (e)(3) of the basic clause:

    (e)(3) Title to property (and other tangible personal property) 
purchased with funds available for research and having an acquisition 
cost of less than $5,000 shall vest in the Contractor upon acquisition 
or as soon thereafter as feasible; provided that the Contractor obtained 
the Contracting Officer's approval before each acquisition. Title to 
property purchased with funds available for research and having an 
acquisition cost of $5,000 or more shall vest as set forth in this 
contract. If title to property vests in the Contractor under this 
paragraph, the Contractor agrees that no costs shall be allowed for any 
depreciation, amortization, or use under any existing or future 
Government contract or subcontract thereunder. The Contractor shall 
furnish the Contracting Officer a list of all property to which title is 
vested in the Contractor under this paragraph within 10 days following 
the end of the calendar quarter during which it was received. Vesting 
title under this paragraph is subject to civil rights legislation, 42 
U.S.C. 2000d. Before title is vested and by signing this contract, the 
Contractor accepts and agrees that--
    ``No person in the United States or its outlying areas shall, on the 
ground of race, color, or national origin, be excluded from 
participation in, be denied the benefits of, or be otherwise subjected 
to discrimination under this contemplated financial assistance (title to 
property).''

[72 FR 27390, May 15, 2007, as amended at 72 FR 46363, Aug. 17, 2007]



52.245-2  Government Property Installation Operation Services.

    As prescribed in 45.107(b), insert the following clause:

     Government Property Installation Operation Services (JUN 2007)

    (a) This Government Property listed in paragraph (e) of this clause 
is furnished to the Contractor in an ``as-is, where is'' condition. The 
Government makes no warranty regarding the suitability for use of the 
Government property specified in this contract. The Contractor shall be 
afforded the opportunity to inspect the Government property as specified 
in the solicitation.
    (b) The Government bears no responsibility for repair or replacement 
of any lost, damaged or destroyed Government property. If any or all of 
the Government property is lost, damaged or destroyed or becomes no 
longer usable, the Contractor shall be responsible for replacement of 
the property at Contractor expense. The Contractor shall have title to 
all replacement property and shall continue to be responsible for 
contract performance.
    (c) Unless the Contracting Officer determines otherwise, the 
Government abandons all rights and title to unserviceable and scrap 
property resulting from contract performance. Upon notification to the 
Contracting Officer, the Contractor shall remove such property from the 
Government premises and dispose of it at Contractor expense.
    (d) Except as provided in this clause, Government property furnished 
under this contract shall be governed by the Government Property clause 
of this contract.
    (e) Government property provided under this clause:
    --------------------------
    --------------------------
    --------------------------

[[Page 337]]

                             (End of clause)

[72 FR 27390, May 15, 2007]



52.245-3--52.245-8  [Reserved]



52.245-9  Use and Charges.

    As prescribed in 45.107(c), insert the following clause:

                       Use and Charges (JUN 2007)

    (a) Definitions. As used in this clause:
    Acquisition cost means the cost to acquire a tangible capital asset 
including the purchase price of the asset and costs necessary to prepare 
the asset for use. Costs necessary to prepare the asset for use include 
the cost of placing the asset in location and bringing the asset to a 
condition necessary for normal or expected use.
    Government property means all property owned or leased by the 
Government. Government property includes both Government-furnished and 
Contractor-acquired property.
    Plant equipment, as used in this part, means personal property of a 
capital nature (including equipment, machine tools, test equipment, 
furniture, vehicles, and accessory and auxiliary items) for use in 
manufacturing supplies, in performing services, or for any 
administrative or general plant purpose. It does not include special 
tooling or special test equipment.
    Real property means land and rights in land, ground improvements, 
utility distribution systems, and buildings and other structures. It 
does not include foundations and other work necessary for installing 
special tooling, special test equipment, or plant equipment.
    Rental period means the calendar period during which Government 
property is made available for nongovernmental purposes.
    Rental time means the number of hours, to the nearest whole hour, 
rented property is actually used for nongovernmental purposes. It 
includes time to set up the property for such purposes, perform required 
maintenance, and restore the property to its condition prior to rental 
(less normal wear and tear).
    (b) Use of Government property. The Contractor may use the 
Government property without charge in the performance of--
    (1) Contracts with the Government that specifically authorize such 
use without charge;
    (2) Subcontracts of any tier under Government prime contracts if the 
Contracting Officer having cognizance of the prime contract--
    (i) Approves a subcontract specifically authorizing such use; or
    (ii) Otherwise authorizes such use in writing; and
    (3) Other work, if the Contracting Officer specifically authorizes 
in writing use without charge for such work.
    (c) Rental. If granted written permission by the Contracting 
Officer, or if it is specifically provided for in the Schedule, the 
Contractor may use the Government property (except material) for a 
rental fee for work other than that provided in paragraph (b) of this 
clause. Authorizing such use of the Government property does not waive 
any rights of the Government to terminate the Contractor's right to use 
the Government property. The rental fee shall be determined in 
accordance with the following paragraphs.
    (d) General. (1) Rental requests shall be submitted to the 
Administrative Contracting Officer (ACO), identify the property for 
which rental is requested, propose a rental period, and compute an 
estimated rental charge by using the Contractor's best estimate of 
rental time in the formulae described in paragraph (e) of this clause.
    (2) The Contractor shall not use Government property for 
nongovernmental purposes, including Independent Research and 
Development, until a rental charge for real property, or estimated 
rental charge for other property, is agreed upon. Rented property shall 
be used only on a non-interference basis.
    (e) Rental charge--(1) Real property and associated fixtures. (i) 
The Contractor shall obtain, at its expense, a property appraisal from 
an independent licensed, accredited, or certified appraiser that 
computes a monthly, daily, or hourly rental rate for comparable 
commercial property. The appraisal may be used to compute rentals under 
this clause throughout its effective period or, if an effective period 
is not stated in the appraisal, for one year following the date the 
appraisal was performed. The Contractor shall submit the appraisal to 
the ACO at least 30 days prior to the date the property is needed for 
nongovernmental use. Except as provided in paragraph (e)(1)(iii) of this 
clause, the ACO shall use the appraisal rental rate to determine a 
reasonable rental charge.
    (ii) Rental charges shall be determined by multiplying the rental 
time by the appraisal rental rate expressed as a rate per hour. Monthly 
or daily appraisal rental rates shall be divided by 720 or 24, 
respectively, to determine an hourly rental rate.
    (iii) When the ACO believes the appraisal rental rate is 
unreasonable, the ACO shall promptly notify the Contractor. The parties 
may agree on an alternative means for computing a reasonable rental 
charge.
    (iv) The Contractor shall obtain, at its expense, additional 
property appraisals in the same manner as provided in paragraph 
(e)(1)(i) if the effective period has expired and the Contractor desires 
the continued use of property for nongovernmental use. The Contractor 
may obtain additional appraisals

[[Page 338]]

within the effective period of the current appraisal if the market 
prices decrease substantially.
    (2) Other Government property. The Contractor may elect to compute 
the rental charge using the appraisal method described in paragraph 
(e)(1) of this clause subject to the constraints therein or the 
following formula in which rental time shall be expressed in increments 
of not less than one hour with portions of hours rounded to the next 
higher hour: The rental charge is calculated by multiplying 2 percent of 
the acquisition cost by the hours of rental time, and dividing by 720.
    (3) Alternative methodology. The Contractor may request 
consideration of an alternative basis for computing the rental charge if 
it considers the monthly rental rate or a time-based rental unreasonable 
or impractical.
    (f) Rental payments. (1) Rent is due 60 days following completion of 
the rental period or as otherwise specified in the contract. The 
Contractor shall compute the rental due, and furnish records or other 
supporting data in sufficient detail to permit the ACO to verify the 
rental time and computation. Payment shall be made by check payable to 
the Treasurer of the United States and sent to the contract 
administration office identified in this contract, unless otherwise 
specified by the Contracting Officer.
    (2) Interest will be charged if payment is not made by the date 
specified in paragraph (f)(1) of this clause. Interest will accrue at 
the ``Renegotiation Board Interest Rate'' (published in the Federal 
Register semiannually on or about January 1\st\ and July 1\st\) for the 
period in which the rent is due.
    (3) The Government's acceptance of any rental payment under this 
clause, in whole or in part, shall not be construed as a waiver or 
relinquishment of any rights it may have against the Contractor stemming 
from the Contractor's unauthorized use of Government property or any 
other failure to perform this contract according to its terms.
    (g) Use revocation. At any time during the rental period, the 
Government may revoke nongovernmental use authorization and require the 
Contractor, at the Contractor's expense, to return the property to the 
Government, restore the property to its pre-rental condition (less 
normal wear and tear), or both.
    (h) Unauthorized use. The unauthorized use of Government property 
can subject a person to fines, imprisonment, or both, under 18 U.S.C. 
641.

                             (End of clause)

[70 FR 43585, July 27, 2005, as amended at 72 FR 27394, May 15, 2007]



52.246-1  Contractor Inspection Requirements.

    As prescribed in 46.301, insert the following clause:

              Contractor Inspection Requirements (APR 1984)

    The Contractor is responsible for performing or having performed all 
inspections and tests necessary to substantiate that the supplies or 
services furnished under this contract conform to contract requirements, 
including any applicable technical requirements for specified 
manufacturers' parts. This clause takes precedence over any Government 
inspection and testing required in the contract's specifications, except 
for specialized inspections or tests specified to be performed solely by 
the Government.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995]



52.246-2  Inspection of Supplies--Fixed-Price.

    As prescribed in 46.302, insert the following clause:

             Inspection of Supplies--Fixed-Price (AUG 1996)

    (a) Definition. Supplies, as used in this clause, includes but is 
not limited to raw materials, components, intermediate assemblies, end 
products, and lots of supplies.
    (b) The Contractor shall provide and maintain an inspection system 
acceptable to the Government covering supplies under this contract and 
shall tender to the Government for acceptance only supplies that have 
been inspected in accordance with the inspection system and have been 
found by the Contractor to be in conformity with contract requirements. 
As part of the system, the Contractor shall prepare records evidencing 
all inspections made under the system and the outcome. These records 
shall be kept complete and made available to the Government during 
contract performance and for as long afterwards as the contract 
requires. The Government may perform reviews and evaluations as 
reasonably necessary to ascertain compliance with this paragraph. These 
reviews and evaluations shall be conducted in a manner that will not 
unduly delay the contract work. The right of review, whether exercised 
or not, does not relieve the Contractor of the obligations under the 
contract.
    (c) The Government has the right to inspect and test all supplies 
called for by the contract, to the extent practicable, at all places and 
times, including the period of

[[Page 339]]

manufacture, and in any event before acceptance. The Government shall 
perform inspections and tests in a manner that will not unduly delay the 
work. The Government assumes no contractual obligation to perform any 
inspection and test for the benefit of the Contractor unless 
specifically set forth elsewhere in this contract.
    (d) If the Government performs inspection or test on the premises of 
the Contractor or a subcontractor, the Contractor shall furnish, and 
shall require subcontractors to furnish, at no increase in contract 
price, all reasonable facilities and assistance for the safe and 
convenient performance of these duties. Except as otherwise provided in 
the contract, the Government shall bear the expense of Government 
inspections or tests made at other than the Contractor's or 
subcontractor's premises; provided, that in case of rejection, the 
Government shall not be liable for any reduction in the value of 
inspection or test samples.
    (e)(1) When supplies are not ready at the time specified by the 
Contractor for inspection or test, the Contracting Officer may charge to 
the Contractor the additional cost of inspection or test.
    (2) The Contracting Officer may also charge the Contractor for any 
additional cost of inspection or test when prior rejection makes 
reinspection or retest necessary.
    (f) The Government has the right either to reject or to require 
correction of nonconforming supplies. Supplies are nonconforming when 
they are defective in material or workmanship or are otherwise not in 
conformity with contract requirements. The Government may reject 
nonconforming supplies with or without disposition instructions.
    (g) The Contractor shall remove supplies rejected or required to be 
corrected. However, the Contracting Officer may require or permit 
correction in place, promptly after notice, by and at the expense of the 
Contractor. The Contractor shall not tender for acceptance corrected or 
rejected supplies without disclosing the former rejection or requirement 
for correction, and, when required, shall disclose the corrective action 
taken.
    (h) If the Contractor fails to promptly remove, replace, or correct 
rejected supplies that are required to be removed or to be replaced or 
corrected, the Government may either (1) by contract or otherwise, 
remove, replace, or correct the supplies and charge the cost to the 
Contractor or (2) terminate the contract for default. Unless the 
Contractor corrects or replaces the supplies within the delivery 
schedule, the Contracting Officer may require their delivery and make an 
equitable price reduction. Failure to agree to a price reduction shall 
be a dispute.
    (i)(1) If this contract provides for the performance of Government 
quality assurance at source, and if requested by the Government, the 
Contractor shall furnish advance notification of the time (i) when 
Contractor inspection or tests will be performed in accordance with the 
terms and conditions of the contract and (ii) when the supplies will be 
ready for Government inspection.
    (2) The Governments request shall specify the period and method of 
the advance notification and the Government representative to whom it 
shall be furnished. Requests shall not require more than 2 workdays of 
advance notification if the Government representative is in residence in 
the Contractor's plant, nor more than 7 workdays in other instances.
    (j) The Government shall accept or reject supplies as promptly as 
practicable after delivery, unless otherwise provided in the contract. 
Government failure to inspect and accept or reject the supplies shall 
not relieve the Contractor from responsibility, nor impose liability on 
the Government, for nonconforming supplies.
    (k) Inspections and tests by the Government do not relieve the 
Contractor of responsibility for defects or other failures to meet 
contract requirements discovered before acceptance. Acceptance shall be 
conclusive, except for latent defects, fraud, gross mistakes amounting 
to fraud, or as otherwise provided in the contract.
    (l) If acceptance is not conclusive for any of the reasons in 
paragraph (k) hereof, the Government, in addition to any other rights 
and remedies provided by law, or under other provisions of this 
contract, shall have the right to require the Contractor (1) at no 
increase in contract price, to correct or replace the defective or 
nonconforming supplies at the original point of delivery or at the 
Contractor's plant at the Contracting Officer's election, and in 
accordance with a reasonable delivery schedule as may be agreed upon 
between the Contractor and the Contracting Officer; provided, that the 
Contracting Officer may require a reduction in contract price if the 
Contractor fails to meet such delivery schedule, or (2) within a 
reasonable time after receipt by the Contractor of notice of defects or 
nonconformance, to repay such portion of the contract as is equitable 
under the circumstances if the Contracting Officer elects not to require 
correction or replacement. When supplies are returned to the Contractor, 
the Contractor shall bear the transportation cost from the original 
point of delivery to the Contractor's plant and return to the original 
point when that point is not the Contractor's plant. If the Contractor 
fails to perform or act as required in (1) or (2) above and does not 
cure such failure within a period of 10 days (or such longer period as 
the Contracting Officer may authorize in writing) after receipt of 
notice from the Contracting Officer specifying such failure, the 
Government shall have the right by contract or otherwise to replace or

[[Page 340]]

correct such supplies and charge to the Contractor the cost occasioned 
the Government thereby.

                             (End of clause)

    Alternate I (JUL 1985). If a fixed-price incentive contract is 
contemplated, substitute paragraphs (g), (h), and (l) below for 
paragraphs (g), (h), and (l) of the basic clause.

    (g) The Contractor shall remove supplies rejected or required to be 
corrected. However, the Contracting Officer may require or permit 
correction in place, promptly after notice. The Contractor shall not 
tender for acceptance corrected or rejected supplies without disclosing 
the former rejection or requirement for correction, and when required 
shall disclose the corrective action taken. Cost of removal, 
replacement, or correction shall be considered a cost incurred, or to be 
incurred, in the total final negotiated cost fixed under the incentive 
price revision clause. However, replacements or corrections by the 
Contractor after the establishment of the total final price shall be at 
no increase in the total final price.
    (h) If the Contractor fails to promptly remove, replace, or correct 
rejected supplies that are required to be removed or to be replaced or 
corrected, the Government may either (1) by contract or otherwise, 
remove, replace, or correct the supplies and equitably reduce the target 
price or, if established, the total final price or (2) may terminate the 
contract for default. Unless the Contractor corrects or replaces the 
nonconforming supplies within the delivery schedule, the Contracting 
Officer may require their delivery and equitably reduce any target price 
or, if it is established, the total final contract price. Failure to 
agree upon an equitable price reduction shall be a dispute.
    (l) If acceptance is not conclusive for any of the reasons in 
paragraph (k) hereof, the Government, in addition to any other rights 
and remedies provided by law, or under other provisions of this 
contract, shall have the right to require the Contractor (1) at no 
increase in any target price or, if it is established, the total final 
price of this contract, to correct or replace the defective or 
nonconforming supplies at the original point of delivery or at the 
Contractor's plant at the Contracting Officer's election, and in 
accordance with a reasonable delivery schedule as may be agreed upon 
between the Contractor and the Contracting Officer; provided, that the 
Contracting Officer may require a reduction in any target price, or, if 
it is established, the total final price of this contract, if the 
Contractor fails to meet such delivery schedule; or (2) within a 
reasonable time after receipt by the Contractor of notice of defects or 
nonconformance, to repay such portion of the total final price as is 
equitable under the circumstances if the Contracting Officer elects not 
to require correction or replacement. When supplies are returned to the 
Contractor, the Contractor shall bear the transportation costs from the 
original point of delivery to the Contractor's plant and return to the 
original point when that point is not the Contractor's plant. If the 
Contractor fails to perform or act as required in (1) or (2) above and 
does not cure such failure within a period of 10 days (or such longer 
period as the Contracting Officer may authorize in writing) after 
receipt of notice from the Contracting Officer specifying such failure, 
the Government shall have the right by contract or otherwise to replace 
or correct such supplies and equitably reduce any target price or, if it 
is established, the total final price of this contract.

    Alternate II (JUL 1985). If a fixed-ceiling-price contract with 
retroactive price redetermination is contemplated, substitute paragraphs 
(g), (h), and (l) below for paragraphs (g), (h), and (l) of the basic 
clause:

    (g) The Contractor shall remove supplies rejected or required to be 
corrected. However, the Contracting Officer may require or permit 
correction in place, promptly after notice. The Contractor shall not 
tender for acceptance corrected or rejected supplies without disclosing 
the former rejection or requirement for correction, and when required 
shall disclose the corrective action taken. Cost of removal, 
replacement, or correction shall be considered a cost incurred, or to be 
incurred, when redetermining the prices under the price redetermination 
clause. However, replacements or corrections by the Contractor after the 
establishment of the redetermined prices shall be at no increase in the 
redetermined price.
    (h) If the Contractor fails to promptly remove, replace, or correct 
rejected supplies that are required to be removed or to be replaced or 
corrected, the Government may either (1) by contract or otherwise, 
remove, replace, or correct the supplies and equitably reduce the 
initial contract prices or, if established, the redetermined contract 
prices or (2) terminate the contract for default. Unless the Contractor 
corrects or replaces the nonconforming supplies within the delivery 
schedule, the Contracting Officer may require their delivery and 
equitably reduce the initial contract price or, if it is established, 
the redetermined contract prices. Failure to agree upon an equitable 
price reduction shall be a dispute.
    (l) If acceptance is not conclusive for any of the reasons in 
paragraph (k) hereof, the Government, in addition to any other rights 
and remedies provided by law, or under other provisions of this 
contract, shall have the

[[Page 341]]

right to require the Contractor (1) at no increase in the initial 
contract prices, or, if it is established, the redetermined prices of 
this contract, to correct or replace the defective or nonconforming 
supplies at the original point of delivery or at the Contractor's plant 
at the Contracting Officer's election, and in accordance with a 
reasonable delivery schedule as may be agreed upon between the 
Contractor and the Contracting Officer; provided, that the Contracting 
Officer may require a reduction in the initial contract prices, or, if 
it is established, the redetermined prices of this contract, if the 
Contractor fails to meet such delivery schedule; or (2) within a 
reasonable time after receipt by the Contractor of notice of defects or 
nonconformance, to repay such portion of the initial contract prices, 
or, if it is established, the redetermined prices of this contract, as 
is equitable under the circumstances if the Contracting Officer elects 
not to require correction or replacement. When supplies are returned to 
the Contractor, the Contractor shall bear the transportation costs from 
the original point of delivery to the Contractor's plant and return to 
the original point when that point is not the Contractor's plant. If the 
Contractor fails to perform or act as required in (1) or (2) above and 
does not cure such failure within a period of 10 days (or such longer 
period as the Contracting Officer may authorize in writing) after 
receipt of notice from the Contracting Officer specifying such failure, 
the Government shall have the right by contract or otherwise to replace 
or correct such supplies and equitably reduce the initial contract 
prices, or, if it is established, the redetermined prices of this 
contract.

[48 FR 42478, Sept. 19, 1983, as amended at 50 FR 26905, June 28, 1985; 
56 FR 41745, Aug. 22, 1991; 61 FR 31665, June 20, 1996]



52.246-3  Inspection of Supplies--Cost-Reimbursement.

    As prescribed in 46.303, insert the following clause in 
solicitations and contracts for supplies, or services that involve the 
furnishing of supplies, when a cost-reimbursement contract is 
contemplated:

          Inspection of Supplies--Cost-Reimbursement (MAY 2001)

    (a) Definitions. As used in this clause--
    Contractor's managerial personnel means any of the Contractor's 
directors, officers, managers, superintendents, or equivalent 
representatives who have supervision or direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operation at a 
plant or separate location where the contract is being performed; or
    (3) A separate and complete major industrial operation connected 
with performing this contract.
    Supplies includes but is not limited to raw materials, components, 
intermediate assemblies, end products, lots of supplies, and, when the 
contract does not include the Warranty of Data clause, data.
    (b) The Contractor shall provide and maintain an inspection system 
acceptable to the Government covering the supplies, fabricating methods, 
and special tooling under this contract. Complete records of all 
inspection work performed by the Contractor shall be maintained and made 
available to the Government during contract performance and for as long 
afterwards as the contract requires.
    (c) The Government has the right to inspect and test the contract 
supplies, to the extent practicable at all places and times, including 
the period of manufacture, and in any event before acceptance. The 
Government may also inspect the plant or plants of the Contractor or any 
subcontractor engaged in the contract performance. The Government shall 
perform inspections and tests in a manner that will not unduly delay the 
work.
    (d) If the Government performs inspection or test on the premises of 
the Contractor or a subcontractor, the Contractor shall furnish and 
shall require subcontractors to furnish all reasonable facilities and 
assistance for the safe and convenient performance of these duties.
    (e) Unless otherwise specified in the contract, the Government shall 
accept supplies as promptly as practicable after delivery, and supplies 
shall be deemed accepted 60 days after delivery, unless accepted 
earlier.
    (f) At any time during contract performance, but no later than 6 
months (or such other time as may be specified in the contract) after 
acceptance of the supplies to be delivered under the contract, the 
Government may require the Contractor to replace or correct any supplies 
that are nonconforming at time of delivery. Supplies are nonconforming 
when they are defective in material or workmanship or are otherwise not 
in conformity with contract requirements. Except as otherwise provided 
in paragraph (h) below, the cost of replacement or correction shall be 
included in allowable cost, determined as provided in the Allowable Cost 
and Payment clause, but no additional fee shall be paid. The Contractor 
shall not tender for acceptance supplies required to be replaced or 
corrected without disclosing the former requirement for replacement or 
correction, and, when required, shall disclose the corrective action 
taken.

[[Page 342]]

    (g)(1) If the Contractor fails to proceed with reasonable promptness 
to perform required replacement or correction, the Government may--
    (i) By contract or otherwise, perform the replacement or correction 
and charge to the Contractor any increased cost or make an equitable 
reduction in any fixed fee paid or payable under the contract;
    (ii) Require delivery of undelivered supplies at an equitable 
reduction in any fixed fee paid or payable under the contract; or
    (iii) Terminate the contract for default.
    (2) Failure to agree on the amount of increased cost to be charged 
to the Contractor or to the reduction in the fixed fee shall be a 
dispute.
    (h) Notwithstanding paragraphs (f) and (g) above, the Government may 
at any time require the Contractor to correct or replace, without cost 
to the Government, nonconforming supplies, if the nonconformances are 
due to (1) fraud, lack of good faith, or willful misconduct on the part 
of the Contractor's managerial personnel or (2) the conduct of one or 
more of the Contractor's employees selected or retained by the 
Contractor after any of the Contractor's managerial personnel has 
reasonable grounds to believe that the employee is habitually careless 
or unqualified.
    (i) This clause applies in the same manner to corrected or 
replacement supplies as to supplies originally delivered.
    (j) The Contractor shall have no obligation or liability under this 
contract to replace supplies that were nonconforming at the time of 
delivery, except as provided in this clause or as may be otherwise 
provided in the contract.
    (k) Except as otherwise specified in the contract, the Contractor's 
obligation to correct or replace Government-furnished property shall be 
governed by the clause pertaining to Government property.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 66 FR 2135, Jan. 10, 2001]



52.246-4  Inspection of Services--Fixed-Price.

    As prescribed in 46.304, insert the following clause:

             Inspection of Services--Fixed-Price (AUG 1996)

    (a) Definitions. Services, as used in this clause, includes services 
performed, workmanship, and material furnished or utilized in the 
performance of services.
    (b) The Contractor shall provide and maintain an inspection system 
acceptable to the Government covering the services under this contract. 
Complete records of all inspection work performed by the Contractor 
shall be maintained and made available to the Government during contract 
performance and for as long afterwards as the contract requires.
    (c) The Government has the right to inspect and test all services 
called for by the contract, to the extent practicable at all times and 
places during the term of the contract. The Government shall perform 
inspections and tests in a manner that will not unduly delay the work.
    (d) If the Government performs inspections or tests on the premises 
of the Contractor or a subcontractor, the Contractor shall furnish, and 
shall require subcontractors to furnish, at no increase in contract 
price, all reasonable facilities and assistance for the safe and 
convenient performance of these duties.
    (e) If any of the services do not conform with contract 
requirements, the Government may require the Contractor to perform the 
services again in conformity with contract requirements, at no increase 
in contract amount. When the defects in services cannot be corrected by 
reperformance, the Government may (1) require the Contractor to take 
necessary action to ensure that future performance conforms to contract 
requirements and (2) reduce the contract price to reflect the reduced 
value of the services performed.
    (f) If the Contractor fails to promptly perform the services again 
or to take the necessary action to ensure future performance in 
conformity with contract requirements, the Government may (1) by 
contract or otherwise, perform the services and charge to the Contractor 
any cost incurred by the Government that is directly related to the 
performance of such service or (2) terminate the contract for default.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 56 FR 67136, Dec. 27, 1991; 
61 FR 31665, June 20, 1996]



52.246-5  Inspection of Services--Cost-Reimbursement.

    As prescribed in 46.305, insert the following clause in 
solicitations and contracts for services, or supplies that involve the 
furnishing of services, when a cost-reimbursement contract is 
contemplated:

          Inspection of Services--Cost-Reimbursement (APR 1984)

    (a) Definition. Services, as used in this clause, includes services 
performed, workmanship, and material furnished or used in performing 
services.
    (b) The Contractor shall provide and maintain an inspection system 
acceptable to the

[[Page 343]]

Government covering the services under this contract. Complete records 
of all inspection work performed by the Contractor shall be maintained 
and made available to the Government during contract performance and for 
as long afterwards as the contract requires.
    (c) The Government has the right to inspect and test all services 
called for by the contract, to the extent practicable at all places and 
times during the term of the contract. The Government shall perform 
inspections and tests in a manner that will not unduly delay the work.
    (d) If any of the services performed do not conform with contract 
requirements, the Government may require the Contractor to perform the 
services again in conformity with contract requirements, for no 
additional fee. When the defects in services cannot be corrected by 
reperformance, the Government may (1) require the Contractor to take 
necessary action to ensure that future performance conforms to contract 
requirements and (2) reduce any fee payable under the contract to 
reflect the reduced value of the services performed.
    (e) If the Contractor fails to promptly perform the services again 
or take the action necessary to ensure future performance in conformity 
with contract requirements, the Government may (1) by contract or 
otherwise, perform the services and reduce any fee payable by an amount 
that is equitable under the circumstances or (2) terminate the contract 
for default.

                             (End of clause)



52.246-6  Inspection--Time-and-Material and Labor-Hour.

    As prescribed in 46.306, insert the following clause:

         Inspection--Time-and-Material and Labor-Hour (MAY 2001)

    (a) Definitions. As used in this clause--
    Contractor's managerial personnel means any of the Contractor's 
directors, officers, managers, superintendents, or equivalent 
representatives who have supervision or direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operation at any 
one plant or separate location where the contract is being performed; or
    (3) A separate and complete major industrial operation connected 
with the performance of this contract.
    Materials includes data when the contract does not include the 
Warranty of Data clause.
    (b) The Contractor shall provide and maintain an inspection system 
acceptable to the Government covering the material, fabricating methods, 
work, and services under this contract. Complete records of all 
inspection work performed by the Contractor shall be maintained and made 
available to the Government during contract performance and for as long 
afterwards as the contract requires.
    (c) The Government has the right to inspect and test all materials 
furnished and services performed under this contract, to the extent 
practicable at all places and times, including the period of 
performance, and in any event before acceptance. The Government may also 
inspect the plant or plants of the Contractor or any subcontractor 
engaged in contract performance. The Government shall perform 
inspections and tests in a manner that will not unduly delay the work.
    (d) If the Government performs inspection or test on the premises of 
the Contractor or a subcontractor, the Contractor shall furnish and 
shall require subcontractors to furnish all reasonable facilities and 
assistance for the safe and convenient performance of these duties.
    (e) Unless otherwise specified in the contract, the Government shall 
accept or reject services and materials at the place of delivery as 
promptly as practicable after delivery, and they shall be presumed 
accepted 60 days after the date of delivery, unless accepted earlier.
    (f) At any time during contract performance, but not later than 6 
months (or such other time as may be specified in the contract) after 
acceptance of the services or materials last delivered under this 
contract, the Government may require the Contractor to replace or 
correct services or materials that at time of delivery failed to meet 
contract requirements. Except as otherwise specified in paragraph (h) 
below, the cost of replacement or correction shall be determined under 
the Payments Under Time-and-Materials and Labor-Hour Contracts clause, 
but the hourly rate for labor hours incurred in the replacement or 
correction shall be reduced to exclude that portion of the rate 
attributable to profit. The Contractor shall not tender for acceptance 
materials and services required to be replaced or corrected without 
disclosing the former requirement for replacement or correction, and, 
when required, shall disclose the corrective action taken.
    (g)(1) If the Contractor fails to proceed with reasonable promptness 
to perform required replacement or correction, and if the replacement or 
correction can be performed within the ceiling price (or the ceiling 
price as increased by the Government), the Government may--
    (i) By contract or otherwise, perform the replacement or correction, 
charge to the Contractor any increased cost, or deduct such increased 
cost from any amounts paid or due under this contract; or

[[Page 344]]

    (ii) Terminate this contract for default.
    (2) Failure to agree to the amount of increased cost to be charged 
to the Contractor shall be a dispute.
    (h) Notwithstanding paragraphs (f) and (g) above, the Government may 
at any time require the Contractor to remedy by correction or 
replacement, without cost to the Government, any failure by the 
Contractor to comply with the requirements of this contract, if the 
failure is due to (1) fraud, lack of good faith, or willful misconduct 
on the part of the Contractor's managerial personnel or (2) the conduct 
of one or more of the Contractor's employees selected or retained by the 
Contractor after any of the Contractor's managerial personnel has 
reasonable grounds to believe that the employee is habitually careless 
or unqualified.
    (i) This clause applies in the same manner and to the same extent to 
corrected or replacement materials or services as to materials and 
services originally delivered under this contract.
    (j) The Contractor has no obligation or liability under this 
contract to correct or replace materials and services that at time of 
delivery do not meet contract requirements, except as provided in this 
clause or as may be otherwise specified in the contract.
    (k) Unless otherwise specified in the contract, the Contractor's 
obligation to correct or replace Government-furnished property shall be 
governed by the clause pertaining to Government property.

                             (End of clause)

    Alternate I (APR 1984). If Government inspection and acceptance are 
to be performed at the contractor's plant, paragraph (e) below may be 
substituted for paragraph (e) of the basic clause:

    (e) The Government shall inspect for acceptance all items (other 
than aircraft to be flown away, if any) to be furnished under this 
contract at the Contractor's plant or plants specified in the contract, 
or at any other plant or plants approved for such purpose in writing by 
the Contracting Officer. The Contractor shall inform the contract 
administration office or Contracting Officer when the work is ready for 
inspection. The Government reserves the right to charge to the 
Contractor any additional cost of Government inspection and test when 
items are not ready at the time for which inspection and test is 
requested by the Contractor.

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 2667, Jan. 17, 1986; 
66 FR 2135, Jan. 10, 2001]



52.246-7  Inspection of Research and Development--Fixed-Price.

    As prescribed in 46.307(a), insert the following clause:

     Inspection of Research and Development--Fixed-Price (AUG 1996)

    (a) The Contractor shall provide and maintain an inspection system 
acceptable to the Government covering the work under this contract. 
Complete records of all inspection work performed by the Contractor 
shall be maintained and made available to the Government during contract 
performance and for as long afterwards as the contract requires.
    (b) The Government has the right to inspect and test all work called 
for by the contract, to the extent practicable at all places and times, 
including the period of performance, and in any event before acceptance. 
The Government may also inspect the premises of the Contractor or any 
subcontractor engaged in contract performance. The Government shall 
perform inspections and tests in a manner that will not unduly delay the 
work.
    (c) If the Government performs any inspection or test on the 
premises of the Contractor or a subcontractor, the Contractor shall 
furnish and shall require subcontractors to furnish, at no increase in 
contract price, all reasonable facilities and assistance for the safe 
and convenient performance of these duties. Except as otherwise provided 
in the contract, the Government shall bear the expense of Government 
inspections or tests made at other than the Contractor's or 
subcontractor's premises.
    (d) The Government shall accept or reject the work as promptly as 
practicable after delivery, unless otherwise specified in the contract. 
Government failure to inspect and accept or reject the work shall not 
relieve the Contractor from responsibility, nor impose liability on the 
Government, for nonconforming work. Work is nonconforming when it is 
defective in material or workmanship or is otherwise not in conformity 
with contract requirements.
    (e) The Government has the right to reject nonconforming work. If 
the Contractor fails or is unable to correct or to replace nonconforming 
work within the delivery schedule (or such later time as the Contracting 
Officer may authorize), the Contracting Officer may accept the work and 
make an equitable price reduction. Failure to agree on a price reduction 
shall be a dispute.
    (f) Inspection and test by the Government does not relieve the 
Contractor from responsibility for defects or other failures to meet the 
contract requirements that may be discovered before acceptance. 
Acceptance shall be conclusive, except for latent defects, fraud, gross 
mistakes amounting to fraud, or

[[Page 345]]

as otherwise specified in the contract. If acceptance is not conclusive 
for any of these causes, the Government, in addition to any other rights 
and remedies provided by law, or under other provisions of this 
contract, shall have the right to require the Contractor (1) at no 
increase in contract price, to correct or replace the defective or 
nonconforming supplies (work) at the original point of delivery or at 
the Contractor's plant at the Contracting Officer's election, and in 
accordance with a reasonable delivery schedule as may be agreed upon 
between the Contractor and the Contracting Officer; provided, the 
Contracting Officer may require a reduction in contract price if the 
Contractor fails to meet such delivery schedule; or (2) within a 
reasonable time after the Contractor's receipt of notice of defects or 
nonconformance, to repayment of such portion of the contract price as is 
equitable under the circumstances if the Government elects not to 
require correction or replacement. When supplies (work) are (is) 
returned to the Contractor, the Contractor shall bear transportation 
costs from the original point of delivery to the Contractor's plant and 
return to the original point of delivery when that point is not the 
Contractor's plant.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995; 
61 FR 31665, June 20, 1996]



52.246-8  Inspection of Research and Development--Cost-Reimbursement.

    As prescribed in 46.308, insert the following clause in 
solicitations and contracts for research and development when (a) the 
primary objective is the delivery of end items other than designs, 
drawings, or reports, and (b) a cost-reimbursement contract is 
contemplated; unless use of the clause is impractical and the clause 
prescribed in 46.309 is considered to be more appropriate:

  Inspection of Research and Development--Cost-Reimbursement (MAY 2001)

    (a) Definitions. As used in this clause--
    Contractor's managerial personnel means the Contractor's directors, 
officers, managers, superintendents, or equivalent representatives who 
have supervision or direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operation at any 
one plant or separate location where the contract is being performed; or
    (3) A separate and complete major industrial operation connected 
with performing this contract.
    Work includes data when the contract does not include the Warranty 
of Data clause.
    (b) The Contractor shall provide and maintain an inspection system 
acceptable to the Government covering the work under this contract. 
Complete records of all inspection work performed by the Contractor 
shall be maintained and made available to the Government during contract 
performance and for as long afterwards as the contract requires.
    (c) The Government has the right to inspect and test all work called 
for by the contract, to the extent practicable at all places and times, 
including the period of performance, and in any event before acceptance. 
The Government may also inspect the plant or plants of the Contractor or 
its subcontractors engaged in the contract performance. The Government 
shall perform inspections and tests in a manner that will not unduly 
delay the work.
    (d) If the Government performs any inspection or test on the 
premises of the Contractor or a subcontractor, the Contractor shall 
furnish and shall require subcontractors to furnish all reasonable 
facilities and assistance for the safe and convenient performance of 
these duties.
    (e) Unless otherwise provided in the contract, the Government shall 
accept work as promptly as practicable after delivery, and work shall be 
deemed accepted 90 days after delivery, unless accepted earlier.
    (f) At any time during contract performance, but no later than 6 
months (or such other time as may be specified in the contract) after 
acceptance of all of the end items (other than designs, drawings, or 
reports) to be delivered under the contract, the Government may require 
the Contractor to replace or correct work not meeting contract 
requirements. Time devoted to the replacement or correction of such work 
shall not be included in the computation of the above time period. 
Except as otherwise provided in paragraph (h) below, the cost of 
replacement or correction shall be determined as specified in the 
Allowable Cost and Payment clause, but no additional fee shall be paid. 
The Contractor shall not tender for acceptance work required to be 
replaced or corrected without disclosing the former requirement for 
replacement or correction, and, when required, shall disclose the 
corrective action taken.
    (g)(1) If the Contractor fails to proceed with reasonable promptness 
to perform required replacement or correction, the Government may--
    (i) By contract or otherwise, perform the replacement or correction, 
charge to the Contractor any increased cost, or make an

[[Page 346]]

equitable reduction in any fixed fee paid or payable under the contract;
    (ii) Require delivery of any undelivered articles and shall have the 
right to make an equitable reduction in any fixed fee paid or payable 
under the contract; or
    (iii) Terminate the contract for default.
    (2) Failure to agree on the amount of increased cost to be charged 
the Contractor or to the reduction in fixed fee shall be a dispute.
    (h) Notwithstanding paragraphs (f) and (g) above, the Government may 
at any time require the Contractor to remedy by correction or 
replacement, without cost to the Government, any failure by the 
Contractor to comply with the requirements of this contract, if the 
failure is due to (1) fraud, lack of good faith, or willful misconduct 
on the part of the Contractor's managerial personnel or (2) the conduct 
of one or more of the Contractor's employees selected or retained by the 
Contractor after any of the Contractor's managerial personnel has 
reasonable grounds to believe that the employee is habitually careless 
or unqualified.
    (i) This clause shall apply in the same manner to a corrected or 
replacement end item or components as to work originally delivered.
    (j) The Contractor has no obligation or liability under the contract 
to correct or replace articles not meeting contract requirements at time 
of delivery, except as provided in this clause or as may otherwise be 
specified in the contract.
    (k) Unless otherwise provided in the contract, the Contractor's 
obligations to correct or replace Government-furnished property shall be 
governed by the clause pertaining to Government property.

                             (End of clause)

    Alternate I (APR 1984). If it is contemplated that the contract will 
be on a no-fee basis, substitute paragraphs (f) and (g) below for 
paragraphs (f) and (g) of the basic clause.

    (f) At any time during contract performance, but not later than 6 
months (or such other time as may be specified in the contract) after 
acceptance of all of the end items (other than designs, drawings, or 
reports) to be delivered under the contract, the Government may require 
the Contractor to correct or replace work not meeting contract 
requirements. Time devoted to the correction or replacement of such work 
shall not be included in the computation of the above time period. 
Except as otherwise provided in paragraph (g) below, the allowability of 
the cost of any such replacement or correction shall be determined as 
specified in the Allowable Cost and Payment clause. The Contractor shall 
not tender for acceptance corrected work without disclosing the former 
requirement for correction, and, when required, shall disclose the 
corrective action taken.
    (g) If the Contractor fails to proceed with reasonable promptness to 
perform required replacement or correction, the Government may (1) by 
contract or otherwise, perform the replacement or correction and charge 
to the Contractor any increased cost, (2) require delivery of any 
undelivered articles, or (3) terminate the contract for default. Failure 
to agree on the amount of increased cost to be charged to the Contractor 
shall be a dispute.

[48 FR 42478, Sept. 19, 1983, as amended at 66 FR 2135, Jan. 10, 2001]



52.246-9  Inspection of Research and Development (Short Form).

    As prescribed in 46.309, insert the following clause:

     Inspection of Research and Development (Short Form) (APR 1984)

    The Government has the right to inspect and evaluate the work 
performed or being performed under the contract, and the premises where 
the work is being performed, at all reasonable times and in a manner 
that will not unduly delay the work. If the Government performs 
inspection or evaluation on the premises of the Contractor or a 
subcontractor, the Contractor shall furnish and shall require 
subcontractors to furnish all reasonable facilities and assistance for 
the safe and convenient performance of these duties.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 27120, July 29, 1986]



52.246-10  [Reserved]



52.246-11  Higher-Level Contract Quality Requirement.

    As prescribed in 46.311, insert the following clause:

          Higher-Level Contract Quality Requirement (FEB 1999)

    The Contractor shall comply with the higher-level quality standard 
selected below. [If more than one standard is listed, the offeror shall 
indicate its selection by checking the appropriate block.]

[[Page 347]]



 
           Title                        Number                       Date                      Tailoring
 
----------------------       ----------------------       ----------------------      ----------------------
----------------------       ----------------------       ----------------------      ----------------------
----------------------       ----------------------       ----------------------      ----------------------
----------------------       ----------------------       ----------------------      ----------------------
 

[Contracting Officer insert the title, number (if any), date, and 
tailoring (if any) of the higher-level quality standards.]

                             (End of clause)

[63 FR 70289, Dec. 18, 1998]



52.246-12  Inspection of Construction.

    As prescribed in 46.312, insert the following clause:

                  Inspection of Construction (AUG 1996)

    (a) Definition. Work includes, but is not limited to, materials, 
workmanship, and manufacture and fabrication of components.
    (b) The Contractor shall maintain an adequate inspection system and 
perform such inspections as will ensure that the work performed under 
the contract conforms to contract requirements. The Contractor shall 
maintain complete inspection records and make them available to the 
Government. All work shall be conducted under the general direction of 
the Contracting Officer and is subject to Government inspection and test 
at all places and at all reasonable times before acceptance to ensure 
strict compliance with the terms of the contract.
    (c) Government inspections and tests are for the sole benefit of the 
Government and do not--
    (1) Relieve the Contractor of responsibility for providing adequate 
quality control measures;
    (2) Relieve the Contractor of responsibility for damage to or loss 
of the material before acceptance;
    (3) Constitute or imply acceptance; or
    (4) Affect the continuing rights of the Government after acceptance 
of the completed work under paragraph (i) below.
    (d) The presence or absence of a Government inspector does not 
relieve the Contractor from any contract requirement, nor is the 
inspector authorized to change any term or condition of the 
specification without the Contracting Officer's written authorization.
    (e) The Contractor shall promptly furnish, at no increase in 
contract price, all facilities, labor, and material reasonably needed 
for performing such safe and convenient inspections and tests as may be 
required by the Contracting Officer. The Government may charge to the 
Contractor any additional cost of inspection or test when work is not 
ready at the time specified by the Contractor for inspection or test, or 
when prior rejection makes reinspection or retest necessary. The 
Government shall perform all inspections and tests in a manner that will 
not unnecessarily delay the work. Special, full size, and performance 
tests shall be performed as described in the contract.
    (f) The Contractor shall, without charge, replace or correct work 
found by the Government not to conform to contract requirements, unless 
in the public interest the Government consents to accept the work with 
an appropriate adjustment in contract price. The Contractor shall 
promptly segregate and remove rejected material from the premises.
    (g) If the Contractor does not promptly replace or correct rejected 
work, the Government may (1) by contract or otherwise, replace or 
correct the work and charge the cost to the Contractor or (2) terminate 
for default the Contractor's right to proceed.
    (h) If, before acceptance of the entire work, the Government decides 
to examine already completed work by removing it or tearing it out, the 
Contractor, on request, shall promptly furnish all necessary facilities, 
labor, and material. If the work is found to be defective or 
nonconforming in any material respect due to the fault of the Contractor 
or its subcontractors, the Contractor shall defray the expenses of the 
examination and of satisfactory reconstruction. However, if the work is 
found to meet contract requirements, the Contracting Officer shall make 
an equitable adjustment for the additional services involved in the 
examination and reconstruction, including, if completion of the work was 
thereby delayed, an extension of time.
    (i) Unless otherwise specified in the contract, the Government shall 
accept, as promptly as practicable after completion and inspection, all 
work required by the contract or that portion of the work the 
Contracting Officer determines can be accepted separately. Acceptance 
shall be final and conclusive except for latent defects, fraud, gross 
mistakes amounting to fraud, or the Government's rights under any 
warranty or guarantee.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 27120, July 29, 1986; 
60 FR 34762, July 3, 1995; 61 FR 31665, June 20, 1996]

[[Page 348]]



52.246-13  Inspection--Dismantling, Demolition, or Removal of Improvements.

    As prescribed in 46.313, insert the following clause in 
solicitations and contracts for dismantling, demolition, or removal of 
improvements:

  Inspection--Dismantling, Demolition, or Removal of Improvements (AUG 
                                  1996)

    (a) Unless otherwise designated by the specifications, all 
workmanship performed under the contract is subject to Government 
inspection at all times and places where dismantling or demolition work 
is being performed. The Contractor shall furnish promptly, and at no 
increase in contract price, all reasonable facilities, labor, and 
materials necessary for safe and convenient inspection by the 
Government. The Government shall perform inspections in a manner that 
will not unduly delay the work.
    (b) The Contractor is responsible for damage to property caused by 
defective workmanship. The Contractor shall promptly segregate and 
remove from the premises any unsatisfactory facilities, materials, and 
equipment used in contract performance, and promptly replace them with 
satisfactory items. If the Contractor fails to proceed at once in a 
workmanlike manner with performance of the work or with the correction 
of defective workmanship, the Government may (1) by contract or 
otherwise, replace the facilities, materials, and equipment or correct 
the workmanship and charge the cost to the Contractor and (2) terminate 
for default the Contractor's right to proceed. The Contractor and any 
surety shall be liable, to the extent specified in the contract for any 
damage or cost of repair or replacement.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 31665, June 20, 1996]



52.246-14  Inspection of Transportation.

    As prescribed in 46.314, insert the following clause in 
solicitations and contracts for freight transportation services 
(including local drayage) by rail, motor (including bus), domestic 
freight forwarder, and domestic water carriers (including inland, 
coastwise, and intercoastal). The contracting officer shall not use the 
clause for the acquisition of transportation services by domestic or 
international air carriers or by international ocean carriers, or to 
freight services provided under bills of lading or to those negotiated 
for reduced rates under 49 U.S.C. 10721 or 13712. (See part 47, 
Transportation.)

                 Inspection of Transportation (APR 1984)

    The Government has the right to inspect and test the Contractor's 
services, facilities, and equipment at all reasonable times. The 
Contractor shall furnish Government representatives with the free access 
and reasonable facilities and assistance required to accomplish their 
inspections and tests.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 206, Jan. 3, 2006]



52.246-15  Certificate of Conformance.

    As prescribed in 46.315, insert the following clause in 
solicitations and contracts for supplies or services when the conditions 
in 46.504 apply:

                  Certificate of Conformance (APR 1984)

    (a) When authorized in writing by the cognizant Contract 
Administration Office (CAO), the Contractor shall ship with a 
Certificate of Conformance any supplies for which the contract would 
otherwise require inspection at source. In no case shall the 
Government's right to inspect supplies under the inspection provisions 
of this contract be prejudiced. Shipments of such supplies will not be 
made under this contract until use of the Certificate of Conformance has 
been authorized in writing by the CAO, or inspection and acceptance have 
occurred.
    (b) The Contractor's signed certificate shall be attached to or 
included on the top copy of the inspection or receiving report 
distributed to the payment office or attached to the CAO copy when 
contract administration (Block 10 of the DD Form 250) is performed by 
the Defense Contract Administration Services. In addition, a copy of the 
signed certificate shall also be attached to or entered on copies of the 
inspection or receiving report accompanying the shipment.
    (c) The Government has the right to reject defective supplies or 
services within a reasonable time after delivery by written notification 
to the Contractor. The Contractor shall in such event promptly replace, 
correct, or repair the rejected supplies or services at the Contractor's 
expense.
    (d) The certificate shall read as follows:

``I certify that on ---- [insert date], the ------ [insert Contractor's 
name] furnished the supplies or services called for by Contract No. ---- 
via ---- [Carrier] on ---- [identify the bill of lading or shipping 
document] in accordance with all applicable requirements. I further 
certify that the supplies or services are of

[[Page 349]]

the quality specified and conform in all respects with the contract 
requirements, including specifications, drawings, preservation, 
packaging, packing, marking requirements, and physical item 
identification (part number), and are in the quantity shown on this or 
on the attached acceptance document.''
Date of Execution:______________________________________________________
Signature:______________________________________________________________
Title:__________________________________________________________________

                             (End of clause)



52.246-16  Responsibility for Supplies.

    As prescribed in 46.316, insert the following clause:

                 Responsibility for Supplies (APR 1984)

    (a) Title to supplies furnished under this contract shall pass to 
the Government upon formal acceptance, regardless of when or where the 
Government takes physical possession, unless the contract specifically 
provides for earlier passage of title.
    (b) Unless the contract specifically provides otherwise, risk of 
loss of or damage to supplies shall remain with the Contractor until, 
and shall pass to the Government upon--
    (1) Delivery of the supplies to a carrier, if transportation is 
f.o.b. origin; or
    (2) Acceptance by the Government or delivery of the supplies to the 
Government at the destination specified in the contract, whichever is 
later, if transportation is f.o.b. destination.
    (c) Paragraph (b) above shall not apply to supplies that so fail to 
conform to contract requirements as to give a right of rejection. The 
risk of loss of or damage to such nonconforming supplies remains with 
the Contractor until cure or acceptance. After cure or acceptance, 
paragraph (b) above shall apply.
    (d) Under paragraph (b) above, the Contractor shall not be liable 
for loss of or damage to supplies caused by the negligence of officers, 
agents, or employees of the Government acting within the scope of their 
employment.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995]



52.246-17  Warranty of Supplies of a Noncomplex Nature.

    As prescribed in 46.710(a)(1), insert a clause substantially as 
follows:

         Warranty of Supplies of a Noncomplex Nature (JUN 2003)

    (a) Definitions. As used in this clause--
    Acceptance means the act of an authorized representative of the 
Government by which the Government assumes for itself, or as an agent of 
another, ownership of existing supplies, or approves specific services 
as partial or complete performance of the contract.
    Supplies means the end items furnished by the Contractor and related 
services required under this contract. The word does not include 
``data.''
    (b) Contractor's obligations. (1) Notwithstanding inspection and 
acceptance by the Government of supplies furnished under this contract, 
or any condition of this contract concerning the conclusiveness thereof, 
the Contractor warrants that for ---- [Contracting Officer shall state 
specific period of time after delivery, or the specified event whose 
occurrence will terminate the warranty period; e.g., the number of miles 
or hours of use, or combinations of any applicable events or periods of 
time]--
    (i) All supplies furnished under this contract will be free from 
defects in material or workmanship and will conform with all 
requirements of this contract; and
    (ii) The preservation, packaging, packing, and marking, and the 
preparation for, and method of, shipment of such supplies will conform 
with the requirements of this contract.
    (2) When return, correction, or replacement is required, 
transportation charges and responsibility for the supplies while in 
transit shall be borne by the Contractor. However, the Contractor's 
liability for the transportation charges shall not exceed an amount 
equal to the cost of transportation by the usual commercial method of 
shipment between the place of delivery specified in this contract and 
the Contractor's plant, and return.
    (3) Any supplies or parts thereof, corrected or furnished in 
replacement under this clause, shall also be subject to the terms of 
this clause to the same extent as supplies initially delivered. The 
warranty, with respect to supplies or parts thereof, shall be equal in 
duration to that in paragraph (b)(1) of this clause and shall run from 
the date of delivery of the corrected or replaced supplies.
    (4) All implied warranties of merchantability and fitness for a 
particular purpose are excluded from any obligation contained in this 
contract.
    (c) Remedies available to the Government. (1) The Contracting 
Officer shall give written notice to the Contractor of any breach of 
warranties in paragraph (b)(1) of this clause within ---- [Contracting 
Officer shall insert specific period of time; e.g., ``45 days of the 
last delivery under this contract,'' or ``45 days after discovery of the 
defect''].
    (2) Within a reasonable time after the notice, the Contracting 
Officer may either--

[[Page 350]]

    (i) Require, by written notice, the prompt correction or replacement 
of any supplies or parts thereof (including preservation, packaging, 
packing, and marking) that do not conform with the requirements of this 
contract within the meaning of paragraph (b)(1) of this clause; or
    (ii) Retain such supplies and reduce the contract price by an amount 
equitable under the circumstances.
    (3)(i) If the contract provides for inspection of supplies by 
sampling procedures, conformance of supplies or components subject to 
warranty action shall be determined by the applicable sampling 
procedures in the contract. The Contracting Officer--
    (A) May, for sampling purposes, group any supplies delivered under 
this contract;
    (B) Shall require the size of the sample to be that required by 
sampling procedures specified in the contract for the quantity of 
supplies on which warranty action is proposed;
    (C) May project warranty sampling results over supplies in the same 
shipment or other supplies contained in other shipments even though all 
of such supplies are not present at the point of reinspection; provided, 
that the supplies remaining are reasonably representative of the 
quantity on which warranty action is proposed; and
    (D) Need not use the same lot size as on original inspection or 
reconstitute the original inspection lots.
    (ii) Within a reasonable time after notice of any breach of the 
warranties specified in paragraph (b)(1) of this clause, the Contracting 
Officer may exercise one or more of the following options:
    (A) Require an equitable adjustment in the contract price for any 
group of supplies.
    (B) Screen the supplies grouped for warranty action under this 
clause at the Contractor's expense and return all nonconforming supplies 
to the Contractor for correction or replacement.
    (C) Require the Contractor to screen the supplies at locations 
designated by the Government within the contiguous United States and to 
correct or replace all nonconforming supplies.
    (D) Return the supplies grouped for warranty action under this 
clause to the Contractor (irrespective of the f.o.b. point or the point 
of acceptance) for screening and correction or replacement.
    (4)(i) The Contracting Officer may, by contract or otherwise, 
correct or replace the nonconforming supplies with similar supplies from 
another source and charge to the Contractor the cost occasioned to the 
Government thereby if the Contractor--
    (A) Fails to make redelivery of the corrected or replaced supplies 
within the time established for their return; or
    (B) Fails either to accept return of the nonconforming supplies or 
fails to make progress after their return to correct or replace them so 
as to endanger performance of the delivery schedule, and in either of 
these circumstances does not cure such failure within a period of 10 
days (or such longer period as the Contracting Officer may authorize in 
writing) after receipt of notice from the Contracting Officer specifying 
such failure.
    (ii) Instead of correction or replacement by the Government, the 
Contracting Officer may require an equitable adjustment of the contract 
price. In addition, if the Contractor fails to furnish timely 
disposition instructions, the Contracting Officer may dispose of the 
nonconforming supplies for the Contractor's account in a reasonable 
manner. The Government is entitled to reimbursement from the Contractor, 
or from the proceeds of such disposal, for the reasonable expenses of 
the care and disposition of the nonconforming supplies, as well as for 
excess costs incurred or to be incurred.
    (5) The rights and remedies of the Government provided in this 
clause are in addition to and do not limit any rights afforded to the 
Government by any other clause of this contract.

                             (End of clause)

    Alternate I. [Reserved]
    Alternate II (APR 1984). If it is desirable to specify that 
necessary transportation incident to correction or replacement will be 
at the Government's expense (as might be the case if, for example, the 
cost of a warranty would otherwise be prohibitive), substitute a 
paragraph substantially the same as the following paragraph (b)(2) for 
paragraph (b)(2) of the basic clause:

    (2) If correction or replacement is required and transportation of 
supplies in connection with correction or replacement is necessary, 
transportation charges and responsibility for the supplies while in 
transit shall be borne by the Government.

    Alternate III (APR 1984). If the supplies cannot be obtained from 
another source, substitute a paragraph substantially the same as the 
following paragraph (c)(4) for paragraph (c)(4) of the basic clause:

    (4) If the Contractor does not agree as to responsibility to correct 
or replace the supplies delivered, the Contractor shall nevertheless 
proceed in accordance with the written request issued by the Contracting 
Officer

[[Page 351]]

under paragraph (c)(2) of this clause to correct or replace the 
defective or nonconforming supplies. In the event it is later determined 
that the supplies were not defective or nonconforming within the terms 
and conditions of this clause, the contract price will be equitably 
adjusted.

    Alternate IV (APR 1984). If a fixed-price incentive contract is 
contemplated, add a paragraph substantially the same as the following 
paragraph (c)(6) to the basic clause:

    (6) All costs incurred or estimated to be incurred by the Contractor 
in complying with this clause shall be considered when negotiating the 
total final price under the Incentive Price Revision clause of this 
contract. After establishment of the total final price, Contractor 
compliance with this clause shall be at no increase in the total final 
price. Any equitable adjustment made under paragraph (c)(2) of this 
clause shall be governed by the paragraph entitled Equitable Adjustments 
Under Other Clauses in the Incentive Price Revision clause of this 
contract.

    Alternate V (APR 1984). If it is anticipated that recovery of the 
warranted item will involve considerable Government expense for 
disassembly and/or reassembly of larger items, add a paragraph 
substantially the same as the following paragraph (c)(6) to the basic 
clause. Redesignate the additional paragraph as (c)(7) if Alternate IV 
is also being used.

    (6) The Contractor shall be liable for the reasonable costs of 
disassembly and/or reassembly of larger items when it is necessary to 
remove the supplies to be inspected and/or returned for correction or 
replacement.

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
60 FR 48256, Sept. 18, 1995; 66 FR 2136, Jan. 10, 2001; 68 FR 28087, May 
22, 2003]



52.246-18  Warranty of Supplies of a Complex Nature.

    As prescribed in 46.710(b)(1), insert a clause substantially as 
follows:

           Warranty of Supplies of a Complex Nature (MAY 2001)

    (a) Definitions. As used in this clause--
    Acceptance means the act of an authorized representative of the 
Government by which the Government assumes for itself, or as an agent of 
another, ownership of existing and identified supplies, or approves 
specific services rendered, as partial or complete performance of the 
contract.
    Supplies means the end items furnished by the Contractor and related 
services required under this contract. The word does not include 
``data.''
    (b) Contractor's obligations. (1) The Contractor warrants that for 
---- [Contracting Officer shall state the specific warranty period after 
delivery, or the specified event whose occurrence will terminate the 
warranty period; e.g., the number of miles or hours of use, or 
combinations of any applicable events or periods of time] all supplies 
furnished under this contract will be free from defects in material and 
workmanship and will conform with all requirements of this contract; 
provided, however, that with respect to Government-furnished property, 
the Contractor's warranty shall extend only to its proper installation, 
unless the Contractor performs some modification or other work on the 
property, in which case the Contractor's warranty shall extend to the 
modification or other work.
    (2) Any supplies or parts thereof corrected or furnished in 
replacement shall be subject to the conditions of this clause to the 
same extent as supplies initially delivered. This warranty shall be 
equal in duration to that set forth in paragraph (b)(1) of this clause 
and shall run from the date of delivery of the corrected or replaced 
supplies.
    (3) The Contractor shall not be obligated to correct or replace 
supplies if the facilities, tooling, drawings, or other equipment or 
supplies necessary to accomplish the correction or replacement have been 
made unavailable to the Contractor by action of the Government. In the 
event that correction or replacement has been directed, the Contractor 
shall promptly notify the Contracting Officer, in writing, of the 
nonavailability.
    (4) The Contractor shall also prepare and furnish to the Government 
data and reports applicable to any correction required (including 
revision and updating of all affected data called for under this 
contract) at no increase in the contract price.
    (5) When supplies are returned to the Contractor, the Contractor 
shall bear the transportation costs from the place of delivery specified 
in the contract (irrespective of the f.o.b. point or the point of 
acceptance) to the Contractor's plant and return.
    (6) All implied warranties of merchantability and fitness for a 
particular purpose are excluded from any obligation contained in this 
contract.
    (c) Remedies available to the Government. (1) In the event of a 
breach of the Contractor's warranty in paragraph (b)(1) of this clause, 
the Government may, at no increase in contract price--
    (i) Require the Contractor, at the place of delivery specified in 
the contract (irrespective of the f.o.b. point or the point of 
acceptance) or at the Contractor's plant, to repair or replace, at the 
Contractor's election, defective or nonconforming supplies; or

[[Page 352]]

    (ii) Require the Contractor to furnish at the Contractor's plant the 
materials or parts and installation instructions required to 
successfully accomplish the correction.
    (2) If the Contracting Officer does not require correction or 
replacement of defective or nonconforming supplies or the Contractor is 
not obligated to correct or replace under paragraph (b)(3) of this 
clause, the Government shall be entitled to an equitable reduction in 
the contract price.
    (3) The Contracting Officer shall notify the Contractor in writing 
of any breach of the warranty in paragraph (b) of this clause within --
-- [Contracting Officer shall insert specific period of time in which 
notice shall be given to the Contractor; e.g., 45 days after delivery of 
the nonconforming supplies.; 45 days of the last delivery under this 
contract.; or 45 days after discovery of the defect.] The Contractor 
shall submit to the Contracting Officer a written recommendation within 
---- [Contracting Officer shall insert period of time] as to the 
corrective action required to remedy the breach. After the notice of 
breach, but not later than ---- [Contracting Officer shall insert period 
within which the warranty remedies should be exercised] after receipt of 
the Contractor's recommendation for corrective action, the Contracting 
Officer may, in writing, direct correction or replacement as in 
paragraph (c)(1) of this clause, and the Contractor shall, 
notwithstanding any disagreement regarding the existence of a breach of 
warranty, comply with this direction. If it is later determined that the 
Contractor did not breach the warranty in paragraph (b)(1) of this 
clause, the contract price will be equitably adjusted.
    (4) If supplies are corrected or replaced, the period for 
notification of a breach of the Contractor's warranty in paragraph 
(c)(3) of this clause shall be ---- [Contracting Officer shall insert 
period within which the Contractor must be notified of a breach as to 
corrected or replaced supplies] from the furnishing or return by the 
Contractor to the Government of the corrected or replaced supplies or 
parts thereof, or, if correction or replacement is effected by the 
Contractor at a Government or other activity, for ---- [Contracting 
Officer shall insert period within which the Contractor must be notified 
of a breach of warranty as to corrected or replaced supplies] 
thereafter.
    (5) The rights and remedies of the Government provided in this 
clause are in addition to and do not limit any rights afforded to the 
Government by any other clause of the contract.

                             (End of clause)

    Alternate I [Reserved]
    Alternate II (APR 1984). If it is desirable to specify that 
necessary transportation incident to correction or replacement will be 
at the Government's expense (as might be the case if, for example, the 
cost of a warranty would otherwise be prohibitive), substitute a 
paragraph substantially the same as the following paragraph (b)(5) for 
paragraph (b)(5) of the basic clause:

    (5) If correction or replacement is required and transportation of 
supplies in connection with correction or replacement is necessary, 
transportation charges and responsibility for the supplies while in 
transit shall be borne by the Government.

    Alternate III (APR 1984). If a fixed-price incentive contract is 
contemplated, add a paragraph substantially the same as the following 
paragraph (c)(6) to the basic clause:

    (6) All costs incurred or estimated to be incurred by the Contractor 
in complying with this clause shall be considered when negotiating the 
total final price under the Incentive Price Revision clause of this 
contract. After establishment of the total final price, Contractor 
compliance with this clause shall be at no increase in the total final 
price. Any equitable adjustments made under paragraph (c)(2) of this 
clause shall be governed by the paragraph entitled Equitable Adjustments 
Under Other Clauses in the Incentive Price Revision clause of this 
contract.

    Alternate IV (APR 1984). If it is anticipated that recovery of the 
warranted item will involve considerable Government expense for 
disassembly and/or reassembly of larger items, add a paragraph 
substantially the same as the following paragraph (c)(6) to the basic 
clause. Redesignate the additional paragraph as (c)(7) if Alternate III 
is also used:

    (6) The Contractor shall be liable for the reasonable costs of 
disassembly and/or reassembly of larger items when it is necessary to 
remove the supplies to be inspected and/or returned for correction or 
replacement.

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 48256, Sept. 18, 1995; 
66 FR 2136, Jan. 10, 2001]



52.246-19  Warranty of Systems and Equipment under Performance Specifications 

or Design Criteria.

    As prescribed in 46.710(c)(1), the contracting officer may insert a 
clause substantially as follows:

 Warranty of Systems and Equipment Under Performance Specifications or 
                       Design Criteria (MAY 2001)

    (a) Definitions. As used in this clause--

[[Page 353]]

    Acceptance means the act of an authorized representative of the 
Government by which the Government assumes for itself, or as an agent of 
another, ownership of existing and identified supplies, or approves 
specific services rendered, as partial or complete performance of the 
contract.
    Defect means any condition or characteristic in any supplies or 
services furnished by the Contractor under the contract that is not in 
compliance with the requirements of the contract.
    Supplies means the end items furnished by the Contractor and related 
services required under this contract. Except when this contract 
includes the clause entitled Warranty of Data, supplies also mean 
``data.''
    (b) Contractor's obligations. (1) The Contractor's warranties under 
this clause shall apply only to those defects discovered by either the 
Government or the Contractor ---- [Contracting Officer shall state the 
warranty period; e.g., at the time of delivery; within 45 days after 
delivery, or the specified event whose occurrence will terminate the 
warranty period; e.g., the number of miles or hours of use, or 
combination of any applicable events or periods of time.]
    (2) If the Contractor becomes aware at any time before acceptance by 
the Government (whether before or after tender to the Government) that a 
defect exists in any supplies or services, the Contractor shall (i) 
promptly correct the defect or (ii) promptly notify the Contracting 
Officer, in writing, of the defect, using the same procedures prescribed 
in paragraph (b)(3) of this clause.
    (3) If the Contracting Officer determines that a defect exists in 
any of the supplies or services accepted by the Government under this 
contract, the Contracting Officer shall promptly notify the Contractor 
of the defect, in writing, within ---- [Contracting Officer shall insert 
the specific period of time in which notice shall be given to the 
Contractor; e.g., 30 days after delivery of the nonconforming supplies; 
90 days of the last delivery under this contract; or 90 days after 
discovery of the defect.] Upon timely notification of the existence of a 
defect, or if the Contractor independently discovers a defect in 
accepted supplies or services, the Contractor shall submit to the 
Contracting Officer, in writing, within ---- [Contracting Officer shall 
insert period of time] a recommendation for corrective actions, together 
with supporting information in sufficient detail for the Contracting 
Officer to determine what corrective action, if any, shall be 
undertaken.
    (4) The Contractor shall promptly comply with any timely written 
direction from the Contracting Officer to correct or partially correct a 
defect, at no increase in the contract price.
    (5) The Contractor shall also prepare and furnish to the Contracting 
Officer data and reports applicable to any correction required under 
this clause (including revision and updating of all other affected data 
called for under this contract) at no increase in the contract price.
    (6) In the event of timely notice of a decision not to correct or 
only to partially correct, the Contractor shall submit a technical and 
cost proposal within ---- [Contracting Officer shall insert period of 
time] to amend the contract to permit acceptance of the affected 
supplies or services in accordance with the revised requirement, and an 
equitable reduction in the contract price shall promptly be negotiated 
by the parties and be reflected in a supplemental agreement to this 
contract.
    (7) Any supplies or parts thereof corrected or furnished in 
replacement and any services reperformed shall also be subject to the 
conditions of this clause to the same extent as supplies or services 
initially accepted. The warranty, with respect to these supplies, parts, 
or services, shall be equal in duration to that set forth in paragraph 
(b)(1) of this clause, and shall run from the date of delivery of the 
corrected or replaced supplies.
    (8) The Contractor shall not be responsible under this clause for 
the correction of defects in Government-furnished property, except for 
defects in installation, unless the Contractor performs, or is obligated 
to perform, any modifications or other work on such property. In that 
event, the Contractor shall be responsible for correction of defects 
that result from the modifications or other work.
    (9) If the Government returns supplies to the Contractor for 
correction or replacement under this clause, the Contractor shall be 
liable for transportation charges up to an amount equal to the cost of 
transportation by the usual commercial method of shipment from the place 
of delivery specified in this contract (irrespective of the f.o.b. point 
or the point of acceptance) to the Contractor's plant and return to the 
place of delivery specified in this contract. The Contractor shall also 
bear the responsibility for the supplies while in transit.
    (10) All implied warranties of merchantability and fitness for a 
particular purpose are excluded from any obligation under this contract.
    (c) Remedies available to the Government. (1) The rights and 
remedies of the Government provided in this clause--
    (i) Shall not be affected in any way by any terms or conditions of 
this contract concerning the conclusiveness of inspection and 
acceptance; and
    (ii) Are in addition to, and do not limit, any rights afforded to 
the Government by any other clause of this contract.
    (2) Within ---- [Contracting Officer shall insert period of time] 
after receipt of the Contractor's recommendations for corrective action 
and adequate supporting information,

[[Page 354]]

the Contracting Officer, using sole discretion, shall give the 
Contractor written notice not to correct any defect, or to correct or 
partially correct any defect within a reasonable time at ---- 
[Contracting Officer shall insert locations where corrections may be 
performed].
    (3) In no event shall the Government be responsible for any 
extension or delays in the scheduled deliveries or periods of 
performance under this contract as a result of the Contractor's 
obligations to correct defects, nor shall there be any adjustment of the 
delivery schedule or period of performance as a result of the correction 
of defects unless provided by a supplemental agreement with adequate 
consideration.
    (4) This clause shall not be construed as obligating the Government 
to increase the contract price.
    (5)(i) The Contracting Officer shall give the Contractor a written 
notice, specifying any failure or refusal of the Contractor to--
    (A) Present a detailed recommendation for corrective action as 
required by paragraph (b)(3) of this clause;
    (B) Correct defects as directed under paragraph (b)(4) of this 
clause; or
    (C) Prepare and furnish data and reports as required by paragraph 
(b)(5) of this clause.
    (ii) The notice shall specify a period of time following receipt of 
the notice by the Contractor in which the Contractor must remedy the 
failure or refusal specified in the notice.
    (6) If the Contractor does not comply with the Contracting Officer's 
written notice in paragraph (c)(5)(i) of this clause, the Contracting 
Officer may by contract or otherwise--
    (i) Obtain detailed recommendations for corrective action and 
either--
    (A) Correct the supplies or services; or
    (B) Replace the supplies or services, and if the Contractor fails to 
furnish timely disposition instructions, the Contracting Officer may 
dispose of the nonconforming supplies for the Contractor's account in a 
reasonable manner, in which case the Government is entitled to 
reimbursement from the Contractor, or from the proceeds, for the 
reasonable expenses of care and disposition, as well as for excess costs 
incurred or to be incurred;
    (ii) Obtain applicable data and reports; and
    (iii) Charge the Contractor for the costs incurred by the 
Government.

                             (End of clause)

    Alternate I (APR 1984). If it is desirable to specify that necessary 
transportation incident to correction or replacement will be at the 
Government's expense (as might be the case if, for example, the cost of 
a warranty would otherwise be prohibitive), substitute a paragraph 
substantially the same as the following paragraph (b)(9) for paragraph 
(b)(9) of the basic clause:

    (9) If correction or replacement is required, and transportation of 
supplies in connection with correction or replacement is necessary, 
transportation charges and responsibility for the supplies while in 
transit shall be borne by the Government.

    Alternate II (APR 1984). If a fixed-price incentive contract is 
contemplated, add a paragraph substantially the same as the following 
paragraph (c)(7) to the basic clause:

    (7) All costs incurred or estimated to be incurred by the Contractor 
in complying with this clause shall be considered when negotiating the 
total final price under the Incentive Price Revision clause of this 
contract. After establishment of the total final price, Contractor 
compliance with this clause shall be at no increase in the total final 
price. Any equitable adjustments made under paragraph (b)(6) of this 
clause shall be governed by the paragraph entitled Equitable Adjustments 
Under Other Clauses in the Incentive Price Revision clause of this 
contract.

    Alternate III (APR 1984). If it is anticipated that recovery of the 
warranted item will involve considerable Government expense for 
disassembly and/or reassembly of larger items, add a paragraph 
substantially the same as the following paragraph (c)(7) to the basic 
clause. Redesignate the additional paragraph as (c)(8) if Alternate II 
is also being used:

    (7) The Contractor shall be liable for the reasonable costs of 
disassembly and/or reassembly of larger items when it is necessary to 
remove the supplies to be inspected and/or returned for correction or 
replacement.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 48997, Nov. 28, 1989; 
66 FR 2136, Jan. 10, 2001]



52.246-20  Warranty of Services.

    As prescribed in 46.710(d), insert a clause substantially as 
follows:

                     Warranty of Services (MAY 2001)

    (a) Definitions. Acceptance, as used in this clause, means the act 
of an authorized representative of the Government by which the 
Government assumes for itself, or as an agent of another, ownership of 
existing and identified supplies, or approves specific services, as 
partial or complete performance of the contract.

[[Page 355]]

    (b) Notwithstanding inspection and acceptance by the Government or 
any provision concerning the conclusiveness thereof, the Contractor 
warrants that all services performed under this contract will, at the 
time of acceptance, be free from defects in workmanship and conform to 
the requirements of this contract. The Contracting Officer shall give 
written notice of any defect or nonconformance to the Contractor ---- 
[Contracting Officer shall insert the specific period of time in which 
notice shall be given to the Contractor; e.g., within 30 days from the 
date of acceptance by the Government,; within 1000 hours of use by the 
Government,; or other specified event whose occurrence will terminate 
the period of notice, or combination of any applicable events or period 
of time]. This notice shall state either (1) that the Contractor shall 
correct or reperform any defective or nonconforming services, or (2) 
that the Government does not require correction or reperformance.
    (c) If the Contractor is required to correct or reperform, it shall 
be at no cost to the Government, and any services corrected or 
reperformed by the Contractor shall be subject to this clause to the 
same extent as work initially performed. If the Contractor fails or 
refuses to correct or reperform, the Contracting Officer may, by 
contract or otherwise, correct or replace with similar services and 
charge to the Contractor the cost occasioned to the Government thereby, 
or make an equitable adjustment in the contract price.
    (d) If the Government does not require correction or reperformance, 
the Contracting Officer shall make an equitable adjustment in the 
contract price.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 66 FR 2136, Jan. 10, 2001]



52.246-21  Warranty of Construction.

    As prescribed in 46.710(e)(1), the contracting officer may insert a 
clause substantially as follows in solicitations and contracts when a 
fixed-price construction contract (see 46.705(c)) is contemplated, and 
the use of a warranty clause has been approved under agency procedures:

                   Warranty of Construction (APR 1984)

    (a) In addition to any other warranties in this contract, the 
Contractor warrants, except as provided in paragraph (i) of this clause, 
that work performed under this contract conforms to the contract 
requirements and is free of any defect in equipment, material, or design 
furnished, or workmanship performed by the Contractor or any 
subcontractor or supplier at any tier.
    (b) This warranty shall continue for a period of 1 year from the 
date of final acceptance of the work. If the Government takes possession 
of any part of the work before final acceptance, this warranty shall 
continue for a period of 1 year from the date the Government takes 
possession.
    (c) The Contractor shall remedy at the Contractor's expense any 
failure to conform, or any defect. In addition, the Contractor shall 
remedy at the Contractor's expense any damage to Government-owned or 
controlled real or personal property, when that damage is the result 
of--
    (1) The Contractor's failure to conform to contract requirements; or
    (2) Any defect of equipment, material, workmanship, or design 
furnished.
    (d) The Contractor shall restore any work damaged in fulfilling the 
terms and conditions of this clause. The Contractor's warranty with 
respect to work repaired or replaced will run for 1 year from the date 
of repair or replacement.
    (e) The Contracting Officer shall notify the Contractor, in writing, 
within a reasonable time after the discovery of any failure, defect, or 
damage.
    (f) If the Contractor fails to remedy any failure, defect, or damage 
within a reasonable time after receipt of notice, the Government shall 
have the right to replace, repair, or otherwise remedy the failure, 
defect, or damage at the Contractor's expense.
    (g) With respect to all warranties, express or implied, from 
subcontractors, manufacturers, or suppliers for work performed and 
materials furnished under this contract, the Contractor shall--
    (1) Obtain all warranties that would be given in normal commercial 
practice;
    (2) Require all warranties to be executed, in writing, for the 
benefit of the Government, if directed by the Contracting Officer; and
    (3) Enforce all warranties for the benefit of the Government, if 
directed by the Contracting Officer.
    (h) In the event the Contractor's warranty under paragraph (b) of 
this clause has expired, the Government may bring suit at its expense to 
enforce a subcontractor's, manufacturer's, or supplier's warranty.
    (i) Unless a defect is caused by the negligence of the Contractor or 
subcontractor or supplier at any tier, the Contractor shall not be 
liable for the repair of any defects of material or design furnished by 
the Government nor for the repair of any damage that results from any 
defect in Government-furnished material or design.
    (j) This warranty shall not limit the Government's rights under the 
Inspection and

[[Page 356]]

Acceptance clause of this contract with respect to latent defects, gross 
mistakes, or fraud.

                             (End of clause)

    Alternate I (APR 1984). If the Government specifies in the contract 
the use of any equipment by brand name and model, the contracting 
officer may add a paragraph substantially the same as the following 
paragraph (k) to the basic clause:

    (k) Defects in design or manufacture of equipment specified by the 
Government on a brand name and model basis, shall not be included in 
this warranty. In this event, the Contractor shall require any 
subcontractors, manufacturers, or suppliers thereof to execute their 
warranties, in writing, directly to the Government.

[48 FR 42478, Sept. 19, 1983, as amended at 59 FR 11388, Mar. 10, 1994]



52.246-22  [Reserved]



52.246-23  Limitation of Liability.

    As prescribed in 46.805, insert the following clause:

                   Limitation of Liability (FEB 1997)

    (a) Except as provided in paragraphs (b) and (c) below, and except 
for remedies expressly provided elsewhere in this contract, the 
Contractor shall not be liable for loss of or damage to property of the 
Government (excluding the supplies delivered under this contract) that 
(1) occurs after Government acceptance of the supplies delivered under 
this contract and (2) results from any defects or deficiencies in the 
supplies.
    (b) The limitation of liability under paragraph (a) above shall not 
apply when a defect or deficiency in, or the Government's acceptance of, 
the supplies results from willful misconduct or lack of good faith on 
the part of any of the Contractor's managerial personnel. The term 
Contractor's managerial personnel, as used in this clause, means the 
Contractor's directors, officers, and any of the Contractor's managers, 
superintendents, or equivalent representatives who have supervision or 
direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operations at any 
one plant, laboratory, or separate location at which the contract is 
being performed; or
    (3) A separate and complete major industrial operation connected 
with the performance of this contract.
    (c) If the Contractor carries insurance, or has established a 
reserve for self-insurance, covering liability for loss or damage 
suffered by the Government through purchase or use of the supplies 
required to be delivered under this contract, the Contractor shall be 
liable to the Government, to the extent of such insurance or reserve, 
for loss of or damage to property of the Government occurring after 
Government acceptance of, and resulting from any defects or deficiencies 
in, the supplies delivered under this contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995; 
61 FR 67426, Dec. 20, 1996]



52.246-24  Limitation of Liability--High-Value Items.

    As prescribed in 46.805, insert the following clause:

          Limitation of Liability--High-Value Items (FEB 1997)

    (a) Except as provided in paragraphs (b) through (e) below, and 
notwithstanding any other provision of this contract, the Contractor 
shall not be liable for loss of or damage to property of the Government 
(including the supplies delivered under this contract) that (1) occurs 
after Government acceptance of the supplies delivered under this 
contract and (2) results from any defects or deficiencies in the 
supplies.
    (b) The limitation of liability under paragraph (a) above shall not 
apply when a defect or deficiency in, or the Government's acceptance of, 
the supplies results from willful misconduct or lack of good faith on 
the part of any of the Contractor's managerial personnel. The term 
Contractor's managerial personnel, as used in this clause, means the 
Contractor's directors, officers, and any of the Contractor's managers, 
superintendents, or equivalent representatives who have supervision or 
direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operations at any 
one plant, laboratory, or separate location at which the contract is 
being performed; or
    (3) A separate and complete major industrial operation connected 
with the performance of this contract.
    (c) If the Contractor carries insurance, or has established a 
reserve for self-insurance, covering liability for loss or damage 
suffered by the Government through purchase or use of the supplies 
required to be delivered under this contract, the Contractor shall be 
liable to the Government, to the extent of such insurance or reserve, 
for loss of or damage to property of the Government occurring after 
Government acceptance of, and resulting

[[Page 357]]

from any defects or deficiencies in, the supplies delivered under this 
contract.
    (d)(1) This clause does not diminish the Contractor's obligations, 
to the extent that they arise otherwise under this contract, relating to 
correction, repair, replacement, or other relief for any defect or 
deficiency in supplies delivered under this contract.
    (2) Unless this is a cost-reimbursement contract, if loss or damage 
occurs and correction, repair, or replacement is not feasible or desired 
by the Government, the Contractor shall, as determined by the 
Contracting Officer--
    (i) Pay the Government the amount it would have cost the Contractor 
to make correction, repair, or replacement before the loss or damage 
occurred; or
    (ii) Provide other equitable relief.
    (e) This clause shall not limit or otherwise affect the Government's 
rights under clauses, if included in this contract, that cover--
    (1) Warranty of technical data;
    (2) Ground and flight risks or aircraft flight risks; or
    (3) Government property.

                             (End of clause)

    Alternate I (APR 1984). If the contract is for both high-value items 
and other end items, the contracting officer shall identify the high-
value items by line item and insert the following preamble before 
paragraph (a):

    (This clause shall apply only to those items identified in this 
contract as being subject to this clause.)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995; 
61 FR 67426, Dec. 20, 1996]



52.246-25  Limitation of Liability--Services.

    As prescribed in 46.805, insert the following clause:

              Limitation of Liability--Services (FEB 1997)

    (a) Except as provided in paragraphs (b) and (c) below, and except 
to the extent that the Contractor is expressly responsible under this 
contract for deficiencies in the services required to be performed under 
it (including any materials furnished in conjunction with those 
services), the Contractor shall not be liable for loss of or damage to 
property of the Government that (1) occurs after Government acceptance 
of services performed under this contract and (2) results from any 
defects or deficiencies in the services performed or materials 
furnished.
    (b) The limitation of liability under paragraph (a) above shall not 
apply when a defect or deficiency in, or the Government's acceptance of, 
services performed or materials furnished results from willful 
misconduct or lack of good faith on the part of any of the Contractor's 
managerial personnel. The term Contractor's managerial personnel, as 
used in this clause, means the Contractor's directors, officers, and any 
of the Contractor's managers, superintendents, or equivalent 
representatives who have supervision or direction of--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operations at any 
one plant, laboratory, or separate location at which the contract is 
being performed; or
    (3) A separate and complete major industrial operation connected 
with the performance of this contract.
    (c) If the Contractor carries insurance, or has established a 
reserve for self-insurance, covering liability for loss or damage 
suffered by the Government through the Contractor's performance of 
services or furnishing of materials under this contract, the Contractor 
shall be liable to the Government, to the extent of such insurance or 
reserve, for loss of or damage to property of the Government occurring 
after Government acceptance of, and resulting from any defects and 
deficiencies in, services performed or materials furnished under this 
contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995; 
61 FR 67426, Dec. 20, 1997]



52.247-1  Commercial Bill of Lading Notations.

    As prescribed in 47.104-4, insert the following clause:

             Commercial Bill of Lading Notations (FEB 2006)

    When the Contracting Officer authorizes supplies to be shipped on a 
commercial bill of lading and the Contractor will be reimbursed these 
transportation costs as direct allowable costs, the Contractor shall 
ensure before shipment is made that the commercial shipping documents 
are annotated with either of the following notations, as appropriate:
    (a) If the Government is shown as the consignor or the consignee, 
the annotation shall be:
    ``Transportation is for the ------ [name the specific agency] and 
the actual total transportation charges paid to the carrier(s) by the 
consignor or consignee are assignable to, and shall be reimbursed by, 
the Government.''

[[Page 358]]

    (b) If the Government is not shown as the consignor or the 
consignee, the annotation shall be:
    ``Transportation is for the ------ [name the specific agency] and 
the actual total transportation charges paid to the carrier(s) by the 
consignor or consignee shall be reimbursed by the Government, pursuant 
to cost-reimbursement contract No ---- This may be confirmed by 
contacting ------ [name and address of the contract administration 
office listed in the contract].''

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 48997, Nov. 28, 1989; 
55 FR 38518, Sept. 18, 1990; 60 FR 34762, July 3, 1995; 71 FR 207, Jan. 
3, 2006]



52.247-2  Permits, Authorities, or Franchises.

    As prescribed in 47.207-1(a), insert the following clause:

             Permits, Authorities, or Franchises (JAN 1997)

    (a) The offeror does [squ], does not [squ], hold authorization from 
the Federal Highway Administration (FHWA) or other cognizant regulatory 
body. If authorization is held, it is as follows:

________________________________________________________________________

                        (Name of regulatory body)

________________________________________________________________________

                           (Authorization No.)

    (b) The offeror shall furnish to the Government, if requested, 
copies of the authorization before moving the material under any 
contract awarded. In addition, the offeror shall, at the offeror's 
expense, obtain and maintain any permits, franchises, licenses, and 
other authorities issued by State and local governments.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 62 FR 240, Jan. 2, 1997]



52.247-3  Capability To Perform a Contract for the Relocation of a Federal 

Office.

    As prescribed in 47.207-1(b), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when a Federal office is relocated, to ensure that 
offerors are capable to perform interstate or intrastate moving 
contracts involving the relocation of Federal offices:

Capability To Perform a Contract for the Relocation of a Federal Office 
                               (FEB 2006)

    (a) If the move specified in this contract is to be performed by the 
Contractor as a carrier within the borders of more than one State, 
including the District of Columbia, (i.e., an interstate move), the 
Contractor shall have obtained and hold appropriate and current 
operating authority from the Federal Motor Carrier Safety 
Administration.
    (b)(1) If the move specified in this contract is to be performed by 
the Contractor as a carrier wholly within the borders of one State or 
the District of Columbia (i.e., an intrastate move), the Contractor 
shall, when required by the State, or the District of Columbia, in which 
the move is to take place, have obtained and hold appropriate and 
current operating authority from that jurisdiction in the form of a 
certificate, permit, or equivalent license to operate.
    (2) If no authority to operate is required by the State or the 
District of Columbia, the Contractor as carrier shall maintain 
facilities, equipment, and a business address within the jurisdiction in 
which the move is to take place. However, if the move is to originate 
and/or terminate within an area of one State, or the District of 
Columbia, that comprises a part of a recognized Commercial Zone (see 
Subpart B of 49 CFR part 372) the boundaries of which encompass portions 
of more than one State or the District of Columbia, it shall be 
sufficient if the Contractor as carrier maintains facilities, equipment, 
and a business address within the Commercial Zone and holds appropriate 
operating authority, if required, from the jurisdiction within which the 
Contractor maintains the facilities, equipment, and business address.
    (c) If the move specified in this contract will not be performed by 
the Contractor as carrier, it must be performed for the Contractor by a 
carrier operating under a subcontract with the Contractor. In this case, 
the Contractor shall not be subject to the requirements of paragraphs 
(a) and (b) above, but shall be responsible for requiring and ensuring 
that the subcontractor carrier complies with those requirements in every 
respect.
    (d) The Contractor shall be in compliance with the applicable 
requirements of this clause at least 14 days before the date on which 
performance of the contract shall commence under the terms specified; 
except that, if the period from the date of award of the contract to the 
date that performance shall commence is less than 28 days, the 
Contractor shall comply with the applicable requirements of this clause 
midway between

[[Page 359]]

the time of award and the time of commencement of performance.

                             (End of clause)

    Alternate I (APR 1984). If a Federal office move is intrastate and 
the contracting officer determines that it is in the Government's 
interest not to apply the requirements for holding or obtaining State 
authority to operate within the State, and to maintain a facility within 
the State or Commercial zone, delete paragraph (b) of the basic clause 
and redesignate the remaining paragraphs (b) and (c). In the 6th line of 
the new paragraph (b), delete the words paragraphs (a) and (b) above and 
replace them with paragraph (a) above.

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 207, Jan. 3, 2006]



52.247-4  Inspection of Shipping and Receiving Facilities.

    As prescribed in 47.207-1(c), insert the following provision in 
solicitations for transportation or for transportation-related services 
when it is desired for offerors to inspect the shipping, receiving, or 
other sites to ensure realistic bids:

       Inspection of Shipping and Receiving Facilities (APR 1984)

    (a) Offerors are urged to inspect the shipping and receiving 
facilities where services are to be performed and to satisfy themselves 
regarding all general and local conditions that may affect the cost of 
contract performance.
    (b) Site visits have been scheduled as follows:
________________________________________________________________________
(locations)_____________________________________________________________
(dates)_________________________________________________________________
(times)_________________________________________________________________
    (c) For further information offerors may contact:
(name)__________________________________________________________________
(telephone)_____________________________________________________________

                           (End of provision)



52.247-5  Familiarization With Conditions.

    As prescribed in 47.207-1(d), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services to ensure that offerors become familiar with conditions 
under which and where the services will be performed:

               Familiarization With Conditions (APR 1984)

    The offeror shall become familiar with all available information 
regarding difficulties that may be encountered and the conditions, 
including safety precautions, under which the work must be accomplished 
under the contract. The offeror shall not be relieved from assuming all 
responsibility for properly estimating the difficulties and the cost of 
performing the services required in this contract because the offeror 
failed to investigate the conditions or to become acquainted with all 
information concerning the services to be performed.

                             (End of clause)



52.247-6  Financial Statement.

    As prescribed in 47.207-1(e), insert the following provision in 
solicitations for transportation or for transportation-related services 
to ensure that offerors are prepared to furnish financial statements:

                     Financial Statement (APR 1984)

    The offeror shall, upon request, promptly furnish the Government 
with a current certified statement of the offeror's financial condition 
and such data as the Government may request with respect to the 
offeror's operations. The Government will use this information to 
determine the offeror's financial responsibility and ability to perform 
under the contract. Failure of an offeror to comply with a request for 
information will subject the offer to possible rejection on 
responsibility grounds.

                           (End of provision)



52.247-7  Freight Excluded.

    As prescribed in 47.207-3(d)(2), insert a clause substantially as 
follows in solicitations and contracts for transportation or for 
transportation-related services when any commodities or types of 
shipments have been identified for exclusion:

                       Freight Excluded (APR 1984)

    Excluded from the scope of this contract are shipments that can be 
more advantageously or economically moved via parcel post or small 
package carrier; shipments of unusual value, explosives and other 
dangerous articles, household goods, commodities in bulk, commodities 
injurious or contaminating to other freight; and shipments that the 
Government may elect to move in Government vehicles.

[[Page 360]]

                             (End of clause)



52.247-8  Estimated Weights or Quantities Not Guaranteed.

    As prescribed in 47.207-3(e)(2), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when weights or quantities are estimates:

        Estimated Weights or Quantities Not Guaranteed (APR 1984)

    The estimated weights or quantities are not a guarantee of actual 
weights or quantities, as the Government does not guarantee any 
particular volume of traffic described in this contract. However, to the 
extent services are required as described in this contract and in 
accordance with the terms of this contract, orders for these services 
will be placed with the Contractor.

                             (End of clause)



52.247-9  Agreed Weight--General Freight.

    As prescribed in 47.207-4(a)(1), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when the shipping activity determines the weight of 
shipments of freight other than household goods or office furniture:

                Agreed Weight--General Freight (APR 1984)

    The shipping activity shall determine the weight of each shipment. 
The weight shall be shown on the covering shipping document and shall be 
accepted by the Contractor as the agreed weight.

                             (End of clause)



52.247-10  Net Weight--General Freight.

    As prescribed in 47.207-4(a)(2), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when the weight of shipments of freight other than 
household goods or office furniture is not known at the time of shipment 
and the contractor is responsible for determining the net weight of the 
shipments:

                 Net Weight--General Freight (APR 1984)

    (a) The net weight of the shipment shall be determined by deducting 
the tare weight of the vehicle (determined by having the empty vehicle 
with a full tank of fuel weighed by a certified weighmaster on a 
certified scale) from the gross weight of the vehicle (determined by 
having the loaded vehicle with a full tank of fuel weighed by a 
certified weighmaster on a certified scale).
    (b) The Contractor shall attach the original copies of the empty and 
loaded weight certificates to the invoice for services.

                             (End of clause)



52.247-11  Net Weight--Household Goods or Office Furniture.

    As prescribed in 47.207-4(b), insert the following clause in 
contracts for transportation or for transportation-related services when 
movements of Government employees' household goods or relocations of 
Government offices are involved:

       Net Weight--Household Goods or Office Furniture (APR 1984)

    (a) Net weight--full loads. The net weight of the shipment shall be 
determined by deducting the tare weight of the vehicle (determined by 
having a certified weighmaster weigh on a certified scale the empty 
vehicle with all blankets, pads, chains, dollies, hand trucks, and all 
other necessary equipment inside the vehicle) from the gross weight of 
the vehicle (determined by having a certified weighmaster weigh on a 
certified scale the fully loaded vehicle before arrival at destination).
    (b) Net weight--part loads. The net weight of the first part load 
shall be determined in the same manner as specified for a full load. The 
net weight of the second part load shall be determined by using as the 
tare weight of the vehicle the gross weight of the vehicle containing 
the first part load and deducting this weight from the new gross weight 
(determined by having the loaded vehicle weighed again, in the same 
manner as specified for the full load). The same procedure shall apply 
for each succeeding part load.
    (c) Weight certificates. The contractor shall attach the original 
copy of each weight certificate to the invoice for services.

                             (End of clause)



52.247-12  Supervision, Labor, or Materials.

    As prescribed in 47.207-5(b), insert a clause substantially as 
follows in solicitations and contracts for transportation or for 
transportation-related services when the contractor is required to 
furnish supervision, labor, or materials:

[[Page 361]]

               Supervision, Labor, or Materials (APR 1984)

    The Contractor shall furnish adequate supervision, labor, materials, 
supplies, and equipment necessary to perform all the services 
contemplated under this contract in an orderly, timely, and efficient 
manner.

                             (End of clause)



52.247-13  Accessorial Services--Moving Contracts.

    As prescribed in 47.207-5(c), insert a clause substantially as 
follows in solicitations and contracts for the transportation of 
household goods or office furniture:

            Accessorial Services--Moving Contracts (APR 1984)

    (a) Packing and/or crating and padding. The Contractor shall--
    (1) Perform all of the packing and/or crating and padding necessary 
for the protection of the goods to be transported;
    (2) Furnish packing containers, including, but not limited to, 
barrels, boxes, wardrobes, and cartons; all crating materials; and all 
padding materials and equipment;
    (3) Furnish or cause to be furnished, when necessary, padding or 
other protective material for the interior of the buildings, including 
elevators, from and to which the property will be moved under this 
contract; and
    (4) Ensure that all containers and materials are clean and of 
quality sufficient for protection of the goods.
    (b) Disassembling and reassembling of property and servicing 
appliances. The disassembling of property; e.g., beds and sectional 
bookcases, and the preparing of appliances; e.g., washers, driers, and 
record players, for shipment shall be performed by the Contractor. The 
Contractor shall reassemble the property and service the appliances upon 
delivery at the new location.
    (c) Unpacking and/or uncrating and placement of property. The 
Contractor shall unpack and/or uncrate all property that was packed and/
or crated for movement under this contract. The Contractor shall also 
place the property in the new location as instructed by the owner of the 
property or authorized representative, and shall remove all packing and 
similar or related material from the premises as requested by the owner.

                             (End of clause)



52.247-14  Contractor Responsibility for Receipt of Shipment.

    As prescribed in 47.207-5(d), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services:

      Contractor Responsibility for Receipt of Shipment (APR 1984)

    The Contractor shall diligently count and examine all goods tendered 
for shipment, receipt for them, and make appropriate written exception 
for any goods not in apparent good order.

                             (End of clause)



52.247-15  Contractor Responsibility for Loading and Unloading.

    As prescribed in 47.207-5(e), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when the contractor is responsible for loading and 
unloading shipments:

     Contractor Responsibility for Loading and Unloading (APR 1984)

    (a)(1) Unless otherwise specified in this contract to cover store-
door or inside delivery, the Contractor shall load and unload shipments 
at no additional expense to the Government.
    (2) The Government or its agent will place or receive freight at the 
tailgate of the Contractor's vehicle. Tailgate delivery, for purposes of 
this contract, is defined as that which enables a forklift truck or 
similar equipment, with operator only, to place or remove cargo from the 
tailgate of the Contractor's vehicle.
    (b) If loading is the responsibility of the Contractor, the 
Contractor shall perform all shoring, blocking, and bracing. The 
Contractor shall provide dunnage at the Contractor's expense.

                             (End of clause)



52.247-16  Contractor Responsibility for Returning Undelivered Freight.

    As prescribed in 47.207-5(f), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when the contractor is responsible for returning 
undelivered freight:

 Contractor Responsibility for Returning Undelivered Freight (APR 1984)

    (a) When, through no fault of the Contractor, a shipment cannot be 
delivered, the Contractor shall contact the shipper for disposition 
instructions. If the shipment is ordered returned to the origin point, 
the charges assessed for the return trip shall be the same as the 
charges assessed for the outbound trip. The shipper shall maintain a

[[Page 362]]

record of the goods that, through no fault of the Contractor, could not 
be delivered and are returned to the shipper. If, at a future date, the 
returned goods are determined to be related to a claim against the 
Contractor, the claim will be adjusted accordingly.
    (b) When, through the fault of the Contractor, a shipment cannot be 
delivered, the Contractor shall return the shipment to the origin point 
at no charge to the Government. Any charges incurred for redelivery, 
which are in excess of the charges that would have been incurred under 
this contract, shall be for the Contractor's account in accordance with 
the Default clause of the contract.

                             (End of clause)



52.247-17  Charges.

    As prescribed in 47.207-6(a)(2), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services:

                           Charges (APR 1984)

    In no event shall charges under this contract be in excess of 
charges based on the Contractor's lowest rate available to the general 
public, or be in excess of charges based on rates otherwise tendered to 
the Government by the Contractor for the same type of service.

                             (End of clause)



52.247-18  Multiple Shipments.

    As prescribed in 47.207-6(c)(5)(i), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when multiple shipments are tendered at one time to the 
contractor for transportation from one origin to two or more consignees 
at the same destination:

                      Multiple Shipments (APR 1984)

    When multiple shipments are tendered at one time to the Contractor 
for movement from one origin to multiple consignees at the same 
destination, the rate charged for each shipment shall be the rate 
applicable to the aggregate weight.

                             (End of clause)



52.247-19  Stopping in Transit for Partial Unloading.

    As prescribed in 47.207-6(c)(5)(ii), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when multiple shipments are tendered at one time to the 
contractor for transportation from one origin to two or more consignees 
along the route between origin and last destination:

          Stopping in Transit for Partial Unloading (APR 1984)

    When multiple shipments are tendered at one time to the Contractor 
for movement from one origin to two or more consignees along the route 
between the origin and the last destination, the rate charged shall be 
the rate applicable to the aggregate weight, plus a charge of $---- for 
each shipment unloaded at an intermediate point en route to the last 
destination.

                             (End of clause)



52.247-20  Estimated Quantities or Weights for Evaluation of Offers.

    As prescribed in 47.207-6(c)(6), insert the following provision in 
solicitations for transportation or for transportation-related services 
when quantities or weights of shipments between each origin and 
destination are not known, stating estimated quantity or weight for each 
origin/destination pair:

   Estimated Quantities or Weights for Evaluation of Offers (APR 1984)

    For the purpose of evaluating offers, and for no other purpose, the 
following estimated quantities or weights will be considered as the 
quantities or weights to be shipped between each origin and destination 
listed:

 
                                                       Estimated
            Origin                 Destination        quantity or
                                                         weight
 
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 

                           (End of provision)



52.247-21  Contractor Liability for Personal Injury and/or Property Damage.

    As prescribed in 47.207-7(c), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services:

  Contractor Liability for Personal Injury and/or Property Damage (APR 
                                  1984)

    (a) The Contractor assumes responsibility for all damage or injury 
to persons or property occasioned through the use, maintenance, and 
operation of the Contractor's vehicles or other equipment by, or the 
action

[[Page 363]]

of, the Contractor or the Contractor's employees and agents.
    (b) The Contractor, at the Contractor's expense, shall maintain 
adequate public liability and property damage insurance during the 
continuance of this contract, insuring the Contractor against all claims 
for injury or damage.
    (c) The Contractor shall maintain Workers' Compensation and other 
legally required insurance with respect to the Contractor's own 
employees and agents.
    (d) The Government shall in no event be liable or responsible for 
damage or injury to any person or property occasioned through the use, 
maintenance, or operation of any vehicle or other equipment by, or the 
action of, the Contractor or the Contractor's employees and agents in 
performing under this contract, and the Government shall be indemnified 
and saved harmless against claims for damage or injury in such cases.

                             (End of clause)



52.247-22  Contractor Liability for Loss of and/or Damage to Freight Other 

Than Household Goods.

    As prescribed in 47.207-7(d), insert the following clause in 
solicitations and contracts for the transportation of freight other than 
household goods:

  Contractor Liability for Loss of and/or Damage to Freight Other Than 
                       Household Goods (APR 1984)

    Except when loss and/or damage arises out of causes beyond the 
control and without the fault or negligence of the Contractor, the 
Contractor shall assume full liability for any and all goods lost and/or 
damaged in the movement covered by this contract.

                             (End of clause)



52.247-23  Contractor Liability for Loss of and/or Damage to Household Goods.

    As prescribed in 47.207-7(e), insert the following clause:

 Contractor Liability for Loss of and/or Damage to Household Goods (JAN 
                                  1991)

    (a) Except when loss and/or damage arise out of causes beyond the 
control and without the fault or negligence of the Contractor, the 
Contractor shall be liable to the owner for the loss of and/or damage to 
any article while being--
    (1) Packed, picked up, loaded, transported, delivered, unloaded, or 
unpacked;
    (2) Stored in transit; or
    (3) Serviced (appliances, etc.) by a third person hired by the 
Contractor to perform the servicing.
    (b) The Contractor shall be liable for loss and/or damage discovered 
by the owner if written notice of such loss and/or damage is dispatched 
to the Contractor not later than 75 days following the date of delivery.
    (c) The Contractor shall indemnify the owner of the goods at a rate 
of -- cents per pound per article.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52800, Dec. 21, 1990]



52.247-24  Advance Notification by the Government.

    As prescribed in 47.207-8(a)(1), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when the Government is responsible for notifying the 
contractor of specific service times or unusual shipments:

            Advance Notification by the Government (APR 1984)

    The Government will notify the Contractor -- hours in advance of the 
number of pieces and weight of all normal shipments and the time the 
shipment will be available for pickup. On other-than-normal shipments, 
the Government will furnish additional information; e.g., dimension of 
oversized pieces, as necessary to determine the amount of equipment and/
or manpower needed to perform the required services.

                             (End of clause)



52.247-25  Government-Furnished Equipment With or Without Operators.

    As prescribed in 47.207-8(a)(2)(i), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when the Government furnishes equipment with or without 
operators:

   Government-Furnished Equipment With or Without Operators (APR 1984)

    The Government will provide ------ [insert equipment; e.g., 
forklifts] with or without operators at -- [strike out with or without, 
as applicable, and insert origin, destination, or both] to assist in --
-- [insert loading, unloading, or both], when required.

[[Page 364]]

                             (End of clause)



52.247-26  Government Direction and Marking.

    As prescribed in 47.207-8(a)(3), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services when office relocations are involved:

               Government Direction and Marking (APR 1984)

    The agency being relocated shall tag or mark property, showing 
floor, room number, and location where property is to be placed in the 
new building. The agency shall provide sufficient personnel to direct 
the Contractor's personnel in the placement of the property at 
destination.

                             (End of clause)



52.247-27  Contract Not Affected by Oral Agreement.

    As prescribed in 47.207-8(b), insert the following clause in 
solicitations and contracts for transportation or for transportation-
related services:

           Contract Not Affected by Oral Agreement (APR 1984)

    No oral statement of any person shall modify or otherwise affect the 
terms, conditions, or specifications stated in this contract. All 
modifications to the contract must be made in writing by the Contracting 
Officer or an authorized representative.

                             (End of clause)



52.247-28  Contractor's Invoices.

    As prescribed in 47.207-9(c), insert the following clause in 
solicitations and contracts for drayage or other term contracts for 
transportation or for transportation-related services:

                    Contractor's Invoices (APR 1984)

    The Contractor shall submit itemized invoices as instructed by the 
agency ordering services under this contract. The Contractor shall 
annotate each invoice with the contract number and other ordering office 
document identification.

                             (End of clause)



52.247-29  F.o.b. Origin.

    As prescribed in 47.303-1(c), insert the following clause:

                        F.o.b. Origin (FEB 2006)

    (a) The term f.o.b. origin, as used in this clause, means free of 
expense to the Government delivered--
    (1) On board the indicated type of conveyance of the carrier (or of 
the Government, if specified) at a designated point in the city, county, 
and State from which the shipment will be made and from which line-haul 
transportation service (as distinguished from switching, local drayage, 
or other terminal service) will begin;
    (2) To, and placed on, the carrier's wharf (at shipside, within 
reach of the ship's loading tackle, when the shipping point is within a 
port area having water transportation service) or the carrier's freight 
station;
    (3) To a U.S. Postal Service facility; or
    (4) If stated in the solicitation, to any Government designated 
point located within the same city or commercial zone as the f.o.b. 
origin point specified in the contract (the Federal Motor Carrier Safety 
Administration prescribes commercial zones at Subpart B of 49 CFR part 
372).
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements to protect the goods and to ensure 
assessment of the lowest applicable transportation charge;
    (2)(i) Order specified carrier equipment when requested by the 
Government; or
    (ii) If not specified, order appropriate carrier equipment not in 
excess of capacity to accommodate shipment;
    (3) Deliver the shipment in good order and condition to the carrier, 
and load, stow, trim, block, and/or brace carload or truckload shipment 
(when loaded by the Contractor) on or in the carrier's conveyance as 
required by carrier rules and regulations;
    (4) Be responsible for any loss of and/or damage to the goods--
    (i) Occurring before delivery to the carrier;
    (ii) Resulting from improper packing and marking; or
    (iii) Resulting from improper loading, stowing, trimming, blocking, 
and/or bracing of the shipment, if loaded by the Contractor on or in the 
carrier's conveyance;
    (5) Complete the Government bill of lading supplied by the ordering 
agency or, when a Government bill of lading is not supplied, prepare a 
commercial bill of lading or other transportation receipt. The bill of 
lading shall show--
    (i) A description of the shipment in terms of the governing freight 
classification or tariff (or Government rate tender) under which lowest 
freight rates are applicable;
    (ii) The seals affixed to the conveyance with their serial numbers 
or other identification;

[[Page 365]]

    (iii) Lengths and capacities of cars or trucks ordered and 
furnished;
    (iv) Other pertinent information required to effect prompt delivery 
to the consignee, including name, delivery address, postal address and 
ZIP code of consignee, routing, etc.;
    (v) Special instructions or annotations requested by the ordering 
agency for commercial bills of lading; e.g., ``This shipment is the 
property of, and the freight charges paid to the carrier(s) will be 
reimbursed by, the Government''; and
    (vi) The signature of the carrier's agent and the date the shipment 
is received by the carrier; and
    (6) Distribute the copies of the bill of lading, or other 
transportation receipts, as directed by the ordering agency.
    (c) These Contractor responsibilities are specified for performance 
at the plant or plants at which the supplies are to be finally inspected 
and accepted, unless the facilities for shipment by carrier's equipment 
are not available at the Contractor's plant, in which case the 
responsibilities shall be performed f.o.b. the point or points in the 
same or nearest city where the specified carrier's facilities are 
available; subject, however, to the following qualifications:
    (1) If the Contractor's shipping plant is located in the State of 
Alaska or Hawaii, the Contractor shall deliver the supplies listed for 
shipment outside Alaska or Hawaii to the port of loading in Alaska or 
Hawaii, respectively, as specified in the contract, at Contractor's 
expense, and to that extent the contract shall be f.o.b. destination.
    (2) Notwithstanding subparagraph (c)(1) of this clause, if the 
Contractor's shipping plant is located in the State of Hawaii, and the 
contract requires delivery to be made by container service, the 
Contractor shall deliver the supplies, at the Contractor's expense, to 
the container yard in the same or nearest city where seavan container 
service is available.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 17860, May 18, 1988; 
71 FR 207, Jan. 3, 2006]



52.247-30  F.o.b. Origin, Contractor's Facility.

    As prescribed in 47.303-2(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. origin, 
contractor's facility:

             F.o.b. Origin, Contractor's Facility (FEB 2006)

    (a) The term f.o.b. origin, contractor's facility, as used in this 
clause, means free of expense to the Government delivered on board the 
indicated type of conveyance of the carrier (or of the Government, if 
specified) at the designated facility, on the named street or highway, 
in the city, county, and State from which the shipment will be made.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements to protect the goods and to ensure 
assessment of the lowest applicable transportation charge;
    (2)(i) Order specified carrier equipment when requested by the 
Government; or
    (ii) If not specified, order appropriate carrier equipment not in 
excess of capacity to accommodate shipment;
    (3) Deliver the shipment in good order and condition to the carrier, 
and load, stow, trim, block, and/or brace carload or truckload shipment 
(when loaded by the Contractor) on or in the carrier's conveyance as 
required by carrier rules and regulations;
    (4) Be responsible for any loss of and/or damage to the goods--
    (i) Occurring before delivery to the carrier;
    (ii) Resulting from improper packing and marking; or
    (iii) Resulting from improper loading, stowing, trimming, blocking, 
and/or bracing of the shipment, if loaded by the Contractor on or in the 
carrier's conveyance;
    (5) Complete the Government bill of lading supplied by the ordering 
agency or, when a Government bill of lading is not supplied, prepare a 
commercial bill of lading or other transportation receipt. The bill of 
lading shall show--
    (i) A description of the shipment in terms of the governing freight 
classification or tariff (or Government rate tender) under which lowest 
freight rates are applicable;
    (ii) The seals affixed to the conveyance with their serial numbers 
or other identification;
    (iii) Lengths and capacities of cars or trucks ordered and 
furnished;
    (iv) Other pertinent information required to effect prompt delivery 
to the consignee, including name, delivery address, postal address and 
ZIP code of consignee, routing, etc.;
    (v) Special instructions or annotations requested by the ordering 
agency for bills of lading; e.g., ``This shipment is the property of, 
and the freight charges paid to the carrier(s) will be reimbursed by, 
the Government''; and
    (vi) The signature of the carrier's agent and the date the shipment 
is received by the carrier; and
    (6) Distribute the copies of the bill of lading, or other 
transportation receipts, as directed by the ordering agency.

[[Page 366]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 207, Jan. 3, 2006]



52.247-31  F.o.b. Origin, Freight Allowed.

    As prescribed in 47.303-3(c), insert the following clause:

                F.o.b. Origin, Freight Allowed (FEB 2006)

    (a) The term f.o.b. origin, freight allowed, as used in this clause, 
means--
    (1) Free of expense to the Government delivered--
    (i) On board the indicated type of conveyance of the carrier (or of 
the Government, if specified) at a designated point in the city, county, 
and State from which the shipments will be made and from which line-haul 
transportation service (as distinguished from switching, local drayage, 
or other terminal service) will begin;
    (ii) To, and placed on, the carrier's wharf (at shipside within 
reach of the ship's loading tackle when the shipping point is within a 
port area having water transportation service) or the carrier's freight 
station;
    (iii) To a U.S. Postal Service facility; or
    (iv) If stated in the solicitation, to any Government-designated 
point located within the same city or commercial zone as the f.o.b. 
origin point specified in the contract the Federal Motor Carrier Safety 
Administration prescribes commercial zones at Subpart B of 49 CFR part 
372; and
    (2) An allowance for freight, based on applicable published tariff 
rates (or Government rate tenders) between the points specified in the 
contract, is deducted from the contract price.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements to protect the goods and to ensure 
assessment of the lowest applicable transportation charge;
    (2)(i) Order specified carrier equipment when requested by the 
Government; or
    (ii) If not specified, order appropriate carrier equipment not in 
excess of capacity to accommodate shipment;
    (3) Deliver the shipment in good order and condition to the carrier, 
and load, stow, trim, block, and/or brace carload or truckload shipment 
(when loaded by the Contractor) on or in the carrier's conveyance as 
required by carrier rules and regulations;
    (4) Be responsible for any loss of and/or damage to the goods--
    (i) Occurring before delivery to the carrier;
    (ii) Resulting from improper packing and marking; or
    (iii) Resulting from improper loading, stowing, trimming, blocking, 
and/or bracing of the shipment, if loaded by the Contractor on or in the 
carrier's conveyance;
    (5) Complete the Government bill of lading supplied by the ordering 
agency, or when a Government bill of lading is not supplied, prepare a 
commercial bill of lading or other transportation receipt. The bill of 
lading shall show--
    (i) A description of the shipment in terms of the governing freight 
classification or tariff (or Government rate tender) under which lowest 
freight rates are applicable;
    (ii) The seals affixed to the conveyance with their serial numbers 
or other identification;
    (iii) Lengths and capacities of cars or trucks ordered and 
furnished;
    (iv) Other pertinent information required to effect prompt delivery 
to the consignee, including name, delivery address, postal address and 
ZIP code of consignee, routing, etc.;
    (v) Special instructions or annotations requested by the ordering 
agency for commercial bills of lading; e.g., ``This shipment is the 
property of, and the freight charges paid to the carrier(s) will be 
reimbursed by, the Government''; and
    (vi) The signature of the carrier's agent and the date the shipment 
is received by the carrier; and
    (6) Distribute the copies of the bill of lading, or other 
transportation receipts, as directed by the ordering agency.
    (c) These Contractor responsibilities are specified for performance 
at the plant or plants at which the supplies are to be finally inspected 
and accepted, unless the facilities for shipment by carrier's equipment 
are not available at the Contractor's plant, in which case the 
responsibilities shall be performed f.o.b. the point or points in the 
same or nearest city where the specified carrier's facilities are 
available; subject, however, to the following qualifications:
    (1) If the Contractor's shipping plant is located in the State of 
Alaska or Hawaii, the Contractor shall deliver the supplies listed for 
shipment outside Alaska or Hawaii to the port of loading in Alaska or 
Hawaii, respectively, as specified in the contract, at Contractor's 
expense, and to that extent the contract shall be f.o.b. destination.
    (2) Notwithstanding subparagraph (c)(1) of this clause, if the 
Contractor's shipping plant is located in the State of Hawaii, and the 
contract requires delivery to be made by container service, the 
Contractor shall deliver the supplies, at Contractor's expense, to the 
container yard in the same or nearest city where seavan container 
service is available.

[[Page 367]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 17860, May 18, 1988; 
71 FR 207, Jan. 3, 2006]



52.247-32  F.o.b. Origin, Freight Prepaid.

    As prescribed in 47.303-4(c), insert the following clause:

                F.o.b. Origin, Freight Prepaid (FEB 2006)

    (a) The term f.o.b. origin, freight prepaid, as used in this clause, 
means--
    (1) Free of expense to the Government delivered--
    (i) On board the indicated type of conveyance of the carrier (or of 
the Government if specified) at a designated point in the city, county, 
and State from which the shipments will be made and from which line-haul 
transportation service (as distinguished from switching, local drayage, 
or other terminal service) will begin;
    (ii) To, and placed on, the carrier's wharf (at shipside, within 
reach of the ship's loading tackle, when the shipping point is within a 
port area having water transportation service) or the carrier's freight 
station;
    (iii) To a U.S. Postal Service facility; or
    (iv) If stated in the solicitation, to any Government-designated 
point located within the same city or commercial zone as the f.o.b. 
origin point specified in the contract (the Federal Motor Carrier Safety 
Administration prescribes commercial zones at Subpart B of 49 CFR part 
372); and
    (2) The cost of transportation, ultimately the Government's 
obligation, is prepaid by the contractor to the point specified in the 
contract.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements to protect the goods and to ensure 
assessment of the lowest applicable transportation charge;
    (2)(i) Order specified carrier equipment when requested by the 
Government; or
    (ii) If not specified, order appropriate carrier equipment not in 
excess of capacity to accommodate shipment;
    (3) Deliver the shipment in good order and condition to the carrier, 
and load, stow, trim, block, and/or brace carload or truckload shipment 
(when loaded by the Contractor) on or in the carrier's conveyance as 
required by carrier rules and regulations;
    (4) Be responsible for any loss of and/or damage to the goods--
    (i) Occurring before delivery to the carrier;
    (ii) Resulting from improper packing or marking; or
    (iii) Resulting from improper loading, stowing, trimming, blocking, 
and/or bracing of the shipment, if loaded by the Contractor on or in the 
carrier's conveyance;
    (5) Prepare a bill of lading or other transportation receipt. The 
bill of lading shall show--
    (i) A description of the shipment in terms of the governing freight 
classification or tariff (or Government rate tender) under which lowest 
freight rates are applicable;
    (ii) The seals affixed to the conveyance with their serial numbers 
or other identification;
    (iii) Lengths and capacities of cars or trucks ordered and 
furnished;
    (iv) Other pertinent information required to effect prompt delivery 
to the consignee, including name, delivery address, postal address and 
ZIP code of consignee, routing, etc.;
    (v) Special instructions or annotations requested by the ordering 
agency for bills of lading; e.g., ``This shipment is the property of, 
and the freight charges paid to the carrier(s) will be reimbursed by, 
the Government''; and
    (vi) The signature of the carrier's agent and the date the shipment 
is received by the carrier;
    (6) Distribute the copies of the bill of lading, or other 
transportation receipts, as directed by the ordering agency; and
    (7) Prepay all freight charges to the extent specified in the 
contract.
    (c) These Contractor responsibilities are specified for performance 
at the plant or plants at which these supplies are to be finally 
inspected and accepted, unless the facilities for shipment by carrier's 
equipment are not available at the Contractor's plant, in which case the 
responsibilities shall be performed f.o.b. the point or points in the 
same or nearest city where the specified carrier's facilities are 
available; subject, however, to the following qualifications:
    (1) If the Contractor's shipping plant is located in the State of 
Alaska or Hawaii, the Contractor shall deliver the supplies listed for 
shipment outside Alaska or Hawaii to the port of loading in Alaska or 
Hawaii, respectively, as specified in the contract, at Contractor's 
expense, and to that extent the contract shall be f.o.b. destination.
    (2) Notwithstanding subparagraph (c)(1) of this clause, if the 
Contractor's shipping plant is located in the State of Hawaii, and the 
contract requires delivery to be made by container service, the 
Contractor shall deliver the supplies, at the Contractor's expense to 
the container yard in the same or nearest city where seavan container 
service is available.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 17860, May 18, 1988; 
71 FR 207, Jan. 3, 2006]

[[Page 368]]



52.247-33  F.o.b. Origin, With Differentials.

    As prescribed in 47.303-5(c), insert the following clause:

              F.o.b. Origin, With Differentials (FEB 2006)

    (a) The term f.o.b. origin, with differentials, as used in this 
clause, means--
    (1) Free of expense to the Government delivered--
    (i) On board the indicated type of conveyance of the carrier (or of 
the Government, if specified) at a designated point in the city, county, 
and State from which the shipments will be made and from which line-haul 
transportation service (as distinguished from switching, local drayage, 
or other terminal service) will begin;
    (ii) To, and placed on, the carrier's wharf (at shipside, within 
reach of the ship's loading tackle, when the shipping point is within a 
port area having water transportation service) or the carrier's freight 
station;
    (iii) To a U.S. Postal Service facility; or
    (iv) If stated in the solicitation, to any Government-designated 
point located within the same city or commercial zone as the f.o.b. 
origin point specified in the contract (the Federal Motor Carrier Safety 
Administration prescribes commercial zones at Subpart B of 49 CFR part 
372); and
    (2) Differentials for mode of transportation, type of vehicle, or 
place of delivery as indicated in Contractor's offer may be added to the 
contract price.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specification; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements to protect the goods and to ensure 
assessment of the lowest applicable transportation charge;
    (2)(i) Order specified carrier equipment when requested by the 
Government; or
    (ii) If not specified, order appropriate carrier equipment not in 
excess of capacity to accommodate shipment;
    (3) Deliver the shipment in good order and condition to the carrier, 
and load, stow, trim, block, and/or brace carload or truckload shipment 
(when loaded by the Contractor) on or in the carrier's conveyance as 
required by carrier rules and regulations;
    (4) Be responsible for any loss of and/or damage to the goods--
    (i) Occurring before delivery to the carrier;
    (ii) Resulting from improper packing and marking; or
    (iii) Resulting from improper loading, stowing, trimming, blocking, 
and/or bracing of the shipment, if loaded by the Contractor on or in the 
carrier's conveyance;
    (5) Complete the Government bill of lading supplied by the ordering 
agency or, when a Government bill of lading is not supplied, prepare a 
commercial bill of lading or other transportation receipt. The bill of 
lading shall show--
    (i) A description of the shipment in terms of the governing freight 
classification or tariff (or Government rate tender) under which lowest 
freight rates are applicable;
    (ii) The seals affixed to the conveyance with their serial numbers 
or other identification;
    (iii) Lengths and capacities of cars or trucks ordered and 
furnished;
    (iv) Other pertinent information required to effect prompt delivery 
to the consignee, including name, delivery address, postal address and 
ZIP code of consignee, routing, etc.;
    (v) Special instructions or annotations requested by the ordering 
agency for bills of lading; e.g., ``This shipment is the property of, 
and the freight charges paid to the carrier will be reimbursed by, the 
Government''; and
    (vi) The signature of the carrier's agent and the date the shipment 
is received by carrier; and
    (6) Distribute the copies of the bill of lading, or other 
transportation receipts, as directed by the ordering agency.
    (c)(1) It may be advantageous to the offeror to submit f.o.b. origin 
prices that include only the lowest cost to the Contractor for loading 
of shipment at the Contractor's plant or most favorable shipping point. 
The cost beyond that plant or point of bringing the supplies to the 
place of delivery and the cost of loading, blocking, and bracing on the 
type vehicle specified by the Government at the time of shipment may 
exceed the offeror's lowest cost when the offeror ships for the 
offeror's account. Accordingly, the offeror may indicate differentials 
that may be added to the offered price. These differentials shall be 
expressed as a rate in cents for each 100 pounds (CWT) of the supplies 
for one or more of the options under this clause that the Government may 
specify at the time of shipment.
    (2) These differential(s) will be considered in the evaluation of 
offers to determine the lowest overall cost to the Government. If, at 
the time of shipment, the Government specifies a mode of transportation, 
type of vehicle, or place of delivery for which the offeror has set 
forth a differential, the Contractor shall include the total of such 
differential costs (the applicable differential multiplied by the actual 
weight) as a separate reimbursable item on the Contractor's invoice for 
the supplies.
    (3) The Government shall have the option of performing or arranging 
at its own expense any transportation from Contractor's shipping plant 
or point to carrier's facility at the time of shipment and, whenever 
this option is exercised, the Government shall

[[Page 369]]

make no reimbursement based on a quoted differential.
    (4) Offeror's differentials in cents for each 100 pounds for 
optional mode of transportation, types of vehicle, transportation within 
a mode, or place of delivery, specified by the Government at the time of 
shipment and not included in the f.o.b. origin price indicated in the 
Schedule by the offeror, are as follows:
------ (carload, truckload, less-load,
---- wharf, flatcar, driveaway, etc.)

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 17861, May 18, 1988; 
71 FR 207, Jan. 3, 2006]



52.247-34  F.o.b. Destination.

    As prescribed in 47.303-6(c), insert the following clause:

                      F.o.b. Destination (JAN 1991)

    (a) The term f.o.b. destination, as used in this clause, means--
    (1) Free of expense to the Government, on board the carrier's 
conveyance, at a specified delivery point where the consignee's facility 
(plant, warehouse, store, lot, or other location to which shipment can 
be made) is located; and
    (2) Supplies shall be delivered to the destination consignee's wharf 
(if destination is a port city and supplies are for export), warehouse 
unloading platform, or receiving dock, at the expense of the Contractor. 
The Government shall not be liable for any delivery, storage, demurrage, 
accessorial, or other charges involved before the actual delivery (or 
``constructive placement'' as defined in carrier tariffs) or the 
supplies to the destination, unless such charges are caused by an act or 
order of the Government acting in its contractual capacity. If rail 
carrier is used, supplies shall be delivered to the specified unloading 
platform of the consignee. If motor carrier (including ``piggyback'') is 
used, supplies shall be delivered to truck tailgate at the unloading 
platform of the consignee, except when the supplies delivered meet the 
requirements of Item 568 of the National Motor Freight Classification 
for ``heavy or bulky freight.'' When supplies meeting the requirements 
of the referenced Item 568 are delivered, unloading (including movement 
to the tailgate) shall be performed by the consignee, with assistance 
from the truck driver, if requested. If the contractor uses rail carrier 
or freight forwarder for less than carload shipments, the contractor 
shall ensure that the carrier will furnish tailgate delivery, when 
required, if transfer to truck is required to complete delivery to 
consignee.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements;
    (2) Prepare and distribute commercial bills of lading;
    (3) Deliver the shipment in good order and condition to the point of 
delivery specified in the contract;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before receipt of the shipment by the consignee at the 
delivery point specified in the contract;
    (5) Furnish a delivery schedule and designate the mode of delivering 
carrier; and
    (6) Pay and bear all charges to the specified point of delivery.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 52800, Dec. 21, 1990]



52.247-35  F.o.b. Destination, Within Consignee's Premises.

    As prescribed in 47.303-7(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. 
destination, within consignee's premises:

       F.o.b. Destination, Within Consignee's Premises (APR 1984)

    (a) The term f.o.b. destination, within consignee's premises, as 
used in this clause, means free of expense to the Government delivered 
and laid down within the doors of the consignee's premises, including 
delivery to specific rooms within a building if so specified.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment in 
conformance with carrier requirements;
    (2) Prepare and distribute commercial bills of lading;
    (3) Deliver the shipment in good order and condition to the point of 
delivery specified in the contract;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before receipt of the shipment by the consignee at the 
delivery point specified in the contract;
    (5) Furnish a delivery schedule and designate the mode of delivering 
carrier; and
    (6) Pay and bear all charges to the specified point of delivery.

[[Page 370]]

                             (End of clause)



52.247-36  F.a.s. Vessel, Port of Shipment.

    As prescribed in 47.303-8(c), insert the following clause in 
solicitations and contracts when the delivery term is f.a.s. vessel, 
port of shipment:

               F.a.s. Vessel, Port of Shipment (APR 1984)

    (a) The term f.a.s. vessel, port of shipment, as used in this 
clause, means free of expense to the Government delivered alongside the 
ocean vessel and within reach of its loading tackle at the specified 
port of shipment.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements to protect 
the goods and to ensure assessment of the lowest applicable 
transportation charge;
    (2)(i) Deliver the shipment in good order and condition alongside 
the ocean vessel and within reach of its loading tackle, at the point of 
delivery and on the date or within the period specified in the contract; 
and
    (ii) Pay and bear all applicable charges, including transportation 
costs, wharfage, handling, and heavy lift charges, if necessary, up to 
this point;
    (3) Provide a clean dock or ship's receipt;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before delivery of the shipment to the point specified in the 
contract; and
    (5) At the Government's request and expense, assist obtaining the 
documents required for (i) exportation or (ii) importation at 
destination.

                             (End of clause)



52.247-37  F.o.b. Vessel, Port of Shipment.

    As prescribed in 47.303-9(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. vessel, 
port of shipment:

               F.o.b. Vessel, Port of Shipment (APR 1984)

    (a) The term f.o.b. vessel, port of shipment, as used in this 
clause, means free of expense to the Government loaded, stowed, and 
trimmed on board the ocean vessel at the specified port of shipment.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements to protect 
the goods and to ensure assessment of the lowest applicable 
transportation charge;
    (2)(i) Deliver the shipment on board the ocean vessel in good order 
and condition on the date or within the period fixed; and
    (ii) Pay and bear all charges incurred in placing the shipment 
actually on board;
    (3) Provide a clean ship's receipt or on-board ocean bill of lading;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before delivery of the shipment on board the ocean vessel; and
    (5) At the Government's request and expense, assist in obtaining the 
documents required for (i) exportation or (ii) importation at 
destination.

                             (End of clause)



52.247-38  F.o.b. Inland Carrier, Point of Exportation.

    As prescribed in 47.303-10(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. inland 
carrier, point of exportation:

         F.o.b. Inland Carrier, Point of Exportation (FEB 2006)

    (a) The term f.o.b. inland carrier, point of exportation, as used in 
this clause, means free of expense to the Government, on board the 
conveyance of the inland carrier, delivered to the specified point of 
exportation.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements to protect 
the goods and to ensure assessment of the lowest applicable 
transportation charge;
    (2) Prepare and distribute commercial bills of lading or other 
transportation receipt;
    (3)(i) Deliver the shipment in good order and condition in or on the 
conveyance of the carrier on the date or within the period specified; 
and
    (ii) Pay and bear all applicable charges, including transportation 
costs, to the point of delivery specified in the contract;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before delivery of the shipment to the point of delivery in 
the contract; and
    (5) At the Government's request and expense, assist in obtaining the 
documents required for (i) exportation or (ii) importation at 
destination.

[[Page 371]]

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 207, Jan. 3, 2006]



52.247-39  F.o.b. Inland Point, Country of Importation.

    As prescribed in 47.303-11(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. inland 
point, country of importation:

         F.o.b. Inland Point, Country of Importation (APR 1984)

    (a) The term f.o.b. inland point, country of importation, as used in 
this clause, means free of expense to the Government, on board the 
indicated type of conveyance of the carrier, delivered to the specified 
inland point where the consignee's facility is located.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements to protect 
the goods;
    (2)(i) Deliver, in or on the inland carrier's conveyance, the 
shipment in good order and condition to the specified inland point where 
the consignee's facility is located; and
    (ii) Pay and bear all applicable charges incurred up to the point of 
delivery, including transportation costs; export, import, or other fees 
or taxes; costs of landing; wharfage costs; customs duties and costs of 
certificates of origin; consular invoices; and other documents that may 
be required for importation; and
    (3) Be responsible for any loss of and/or damage to the goods until 
their arrival on or in the carrier's conveyance at the specified inland 
point.

                             (End of clause)



52.247-40  Ex Dock, Pier, or Warehouse, Port of Importation.

    As prescribed in 47.303-12(c), insert the following clause in 
solicitations and contracts when the delivery term is ex dock, pier, or 
warehouse, port of importation:

       Ex Dock, Pier, or Warehouse, Port of Importation (APR 1984)

    (a) The term ex dock, pier, or warehouse, port of importation, as 
used in this clause, means free of expense to the Government delivered 
on the designated dock or pier or in the warehouse at the specified port 
of importation.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements to protect 
the goods;
    (2)(i) Deliver shipment in good order and condition; and
    (ii) Pay and bear all charges up to the point of delivery specified 
in the contract, including transportation costs; export, import, or 
other fees or taxes; costs of wharfage and landing, if any; customs 
duties; and costs of certificates of origin, consular invoices, or other 
documents that may be required for exportation or importation; and
    (3) Be responsible for any loss of and/or damage to the goods 
occurring before delivery of the shipment to the point of delivery 
specified in the contract.

                             (End of clause)



52.247-41  C.& f. Destination.

    As prescribed in 47.303-13(c), insert the following clause in 
solicitations and contracts when the delivery term is c.& f. 
destination:

                      C.& f. Destination (APR 1984)

    (a) The term c.& f. destination, as used in this clause, means free 
of expense to the Government delivered on board the ocean vessel to the 
specified point of destination, with the cost of transportation paid by 
the Contractor.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements;
    (2)(i) Deliver the shipment in good order and condition; and
    (ii) Pay and bear all applicable charges to the point of destination 
specified in the contract, including transportation costs and export 
taxes or other fees or charges levied because of exportation;
    (3) Obtain and dispatch promptly to the Government clean on-board 
ocean bills of lading to the specified point of destination;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before delivery; and
    (5) At the Government's request and expense, provide certificates of 
origin, consular invoices, or any other documents issued in the country 
of origin or of shipment, or both, that may be required for importation 
into the country of destination.

[[Page 372]]

                             (End of clause)



52.247-42  C.i.f. Destination.

    As prescribed in 47.303-14(c), insert the following clause in 
solicitations and contracts when the delivery term is c.i.f. 
destination:

                      C.i.f. Destination (APR 1984)

    (a) The term c.i.f. destination, as used in this clause, means free 
of expense to the Government delivered on board the ocean vessel to the 
specified point of destination, with the cost of transportation and 
marine insurance paid by the Contractor.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for 
ocean transportation in conformance with carrier requirements;
    (2)(i) Deliver the shipment in good order and condition; and
    (ii) Pay and bear all applicable charges to the point of destination 
specified in the contract, including transportation costs and export 
taxes or other fees or charges levied because of exportation;
    (3) Obtain and dispatch promptly to the Government clean on-board 
ocean bills of lading to the specified point of destination;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before delivery;
    (5) At the Government's request and expense, provide certificates of 
origin, consular invoices, or any other documents issued in the country 
of origin or of shipment, or both, that may be required for importation 
into the country of destination; and
    (6) Obtain and dispatch to the Government an insurance policy or 
certificate providing the amount and extent of marine insurance coverage 
specified in the contract or agreed upon by the Government Contracting 
Officer.

                             (End of clause)



52.247-43  F.o.b. Designated Air Carrier's Terminal, Point of Exportation.

    As prescribed in 47.303-15(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. designated 
air carrier's terminal, point of exportation:

  F.o.b. Designated Air Carrier's Terminal, Point of Exportation (FEB 
                                  2006)

    (a) The term f.o.b. designated air carrier's terminal, point of 
exportation, as used in this clause, means free of expense to the 
Government loaded aboard the aircraft, or delivered to the custody of 
the air carrier (if only the air carrier performs the loading), at the 
air carrier's terminal specified in the contract.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for air 
transportation in conformance with carrier requirements to protect the 
goods and to ensure assessment of the lowest applicable transportation 
charge;
    (2)(i) Deliver the shipment in good order and condition into the 
conveyance of the carrier, or to the custody of the carrier (if only the 
carrier performs the loading), at the point of delivery and on the date 
or within the period specified in the contract; and
    (ii) Pay and bear all applicable charges up to this point;
    (3) Provide a clean bill of lading and/or air waybill;
    (4) Be responsible for any loss of and/or damage to the goods 
occurring before delivery of the goods to the point specified in the 
contract; and
    (5) At the Government's request and expense, assist in obtaining the 
documents required for the purpose of exportation.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 207, Jan. 3, 2006]



52.247-44  F.o.b. Designated Air Carrier's Terminal, Point of Importation.

    As prescribed in 47.303-16(c), insert the following clause in 
solicitations and contracts when the delivery term is f.o.b. designated 
air carrier's terminal, point of importation:

  F.o.b. Designated Air Carrier's Terminal, Point of Importation (APR 
                                  1984)

    (a) The term f.o.b. designated air carrier's terminal, point of 
importation, as used in this clause, means free of expense to the 
Government delivered to the air carrier's terminal at the point of 
importation specified in the contract.
    (b) The Contractor shall--
    (1)(i) Pack and mark the shipment to comply with contract 
specifications; or
    (ii) In the absence of specifications, prepare the shipment for air 
transportation in conformance with carrier requirements to protect the 
goods;
    (2) Prepare and distribute bills of lading or air waybills;
    (3)(i) Deliver the shipment in good order and condition to the point 
of delivery specified in the contract; and

[[Page 373]]

    (ii) Pay and bear all charges incurred up to the point of delivery 
specified in the contract, including transportation costs; export, 
import, or other fees or taxes; cost of landing, if any; customs duties; 
and costs of certificates of origin, consular invoices, or other 
documents that may be required for exportation or importation; and
    (4) Be responsible for any loss of and/or damage to the goods until 
delivery of the goods to the Government at the designated air carrier's 
terminal.

                             (End of clause)



52.247-45  F.o.b. Origin and/or F.o.b. Destination Evaluation.

    As prescribed in 47.305-2(b), insert the following provision in 
solicitations when offers are solicited on the basis of both f.o.b. 
origin and f.o.b. destination:

      F.o.b. Origin and/or f.o.b. Destination Evaluation (APR 1984)

    Offers are invited on the basis of both f.o.b. origin and f.o.b. 
destination, and the Government will award on the basis the Contracting 
Officer determines to be most advantageous to the Government. An offer 
on the basis of f.o.b. origin only or f.o.b. destination only is 
acceptable, but will be evaluated only on the basis submitted.

                           (End of provision)



52.247-46  Shipping Point(s) Used in Evaluation of F.o.b. Origin Offers.

    As prescribed in 47.305-3(b)(4)(ii), insert the following provision 
in f.o.b. origin solicitations when price evaluation for shipments from 
various shipping points is contemplated:

 Shipping Point(s) Used in Evaluation of f.o.b. Origin Offers (APR 1984)

    (a) If more than one shipping point or plant is designated by the 
offeror and the offeror fails to indicate the quantity per shipping 
point or plant before bid opening, the Government will evaluate the 
offer on the basis of delivery of the entire quantity from the point or 
plant where cost of transportation is most favorable to the Government.
    (b) If the offeror, before bid opening (or the closing date 
specified for receipt of offers) fails to indicate any shipping point or 
plant, the Government will evaluate the offer on the basis of delivery 
from the plant at which the contract will be performed, as indicated in 
the offer. If no plant is indicated in the offer, the offer will be 
evaluated on the basis of delivery from the Contractor's business 
address indicated in the offer.
    (c) If the offeror uses a shipping point other than that which has 
been used by the Government as a basis for the evaluation of offers, any 
increase of transportation costs shall be borne by the Contractor and 
any savings shall revert to the Government.

                           (End of provision)



52.247-47  Evaluation--F.o.b. Origin.

    As prescribed in 47.305-3(f)(2), insert the following provision. 
When it is appropriate to use methods other than land transportation in 
evaluating offers; e.g., air, pipeline, barge, or ocean tanker, modify 
the provision accordingly.

                  Evaluation--F.o.b. Origin (JUN 2003)

    (a) The Government normally uses land methods of transportation by 
regulated common carrier for shipment within the contiguous United 
States.
    (b) To evaluate offers, the Government will consider only these 
methods to establish the cost of transportation between offeror's 
shipping point and destination (tentative or firm, whichever is 
applicable) in the contiguous United States.
    (c) This transportation cost will be added to the offer price to 
determine the Government's overall cost.
    (d) When tentative destinations are indicated, the Government will 
use them only for evaluation purposes. The Government has the right to 
use any other means of transportation or any other destination at the 
time of shipment.

                           (End of provision)

[68 FR 28088, May 22, 2003]



52.247-48  F.o.b. Destination--Evidence of Shipment.

    As prescribed in 47.305-4(c), insert the following clause:

           F.o.b. Destination--Evidence of Shipment (FEB 1999)

    (a) If this contract is awarded on a free on board (f.o.b.) 
destination basis, the Contractor--
    (1) Shall not submit an invoice for payment until the supplies 
covered by the invoice have been shipped to the destination; and
    (2) Shall retain, and make available to the Government for review as 
necessary, the following evidence of shipment documentation for a period 
of 3 years after final payment under the contract:

[[Page 374]]

    (i) If transportation is accomplished by common carrier, a signed 
copy of the commercial bill of lading for the supplies covered by the 
Contractor's invoice, indicating the carrier's intent to ship the 
supplies to the destination specified in the contract.
    (ii) If transportation is accomplished by parcel post, a copy of the 
certificate of mailing.
    (iii) If transportation is accomplished by other than common carrier 
or parcel post, a copy of the delivery document showing receipt at the 
destination specified in the contract.
    (b) The Contractor is not required to submit evidence of shipment 
documentation with its invoice.

                             (End of clause)

[63 FR 70292, Dec. 18, 1998]



52.247-49  Destination Unknown.

    As prescribed in 47.305-5(b)(2), insert the following provision in 
solicitations when destinations are tentative and only for the purpose 
of evaluating offers:

                     Destination Unknown (APR 1984)

For the purpose of evaluating offers and for no other purpose, the final 
destination(s) for the supplies will be considered to be as follows:____

                           (End of provision)



52.247-50  No Evaluation of Transportation Costs.

    As prescribed in 47.305-5(c)(1), insert the following provision in 
solicitations when exact destinations are not known and it is 
impractical to establish tentative or general delivery places for the 
purpose of evaluating transportation costs:

            No Evaluation of Transportation Costs (APR 1984)

    Costs of transporting supplies to be delivered under this contract 
will not be an evaluation factor for award.

                           (End of provision)



52.247-51  Evaluation of Export Offers.

    As prescribed in 47.305-6(e), insert the following provision:

                 Evaluation of Export Offers (JAN 2001)

    (a) Port handling and ocean charges--other than DOD water terminals. 
Port handling and ocean charges in tariffs on file with the Bureau of 
Domestic Regulation, Federal Maritime Commission, or other appropriate 
regulatory authorities as of the date of bid opening (or the closing 
date specified for receipt of offers) and which will be effective for 
the date of the expected initial shipment will be used in the evaluation 
of offers.
    (b) F.o.b. origin, transportation under Government bill of lading. 
(1) Offers shall be evaluated and awards made on the basis of the lowest 
laid down cost to the Government at the overseas port of discharge, via 
methods and ports compatible with required delivery dates and conditions 
affecting transportation known at the time of evaluation. Included in 
this evaluation, in addition to the f.o.b. origin price of the item, 
shall be the inland transportation costs from the point of origin in the 
United States to the port of loading, port handling charges at the port 
of loading, and ocean shipping costs from the United States port of 
loading (see paragraph (d) below) to the overseas port of discharge. The 
Government may designate the mode of routing of shipment and may load 
from other than those ports specified for evaluation purposes.
    (2) Offers shall be evaluated on the basis of shipment through one 
of the ports set forth in paragraph (d) below to the overseas port of 
discharge. Evaluation shall be made on the basis of shipment through the 
port that will result in the lowest cost to the Government.
    (3) Ports of loading shall be considered as destinations within the 
meaning of the term f.o.b. destination as that term is used in the 
F.o.b. Origin clause of this contract.
    (c) F.o.b. port of loading with inspection and acceptance at origin. 
(1) Offers shall be evaluated on the basis of the lowest laid down cost 
to the Government at the overseas port of discharge via methods 
compatible with required delivery dates and conditions affecting 
transportation known at the time of evaluation. Included in this 
evaluation, in addition to the price to the United States port of 
loading (see paragraph (2) below), shall be the port handling charges at 
the port of loading and the ocean shipping cost from the port of loading 
(see paragraph (d) below) to the overseas port of discharge.
    (2) Unless offers are applicable only to f.o.b. origin delivery 
under Government bills of lading (see paragraph (b) above), offerors 
shall designate below at least one of the ports of loading listed in 
paragraph (d) below as their place of delivery. Failure to designate at 
least one of the ports as the point to which delivery will be made by 
the Contractor may render the offer nonresponsive.
PLACE OF DELIVERY:______________________________________________________
[Offerors insert at least one of the ports listed in paragraph (d) 
below.]

    (d) Ports of loading for evaluation of offers. Terminals to be used 
by the Government in

[[Page 375]]

evaluating offers are as follows: (For the information of the offerors, 
ocean and port handling charges are set forth if the terminal named is a 
DOD water terminal.)

 
                                                  Unit of Measure: i.e.,
   Ports/Terminals of    Combined Ocean and Port        metric ton,
        Loading            Handling Charges to    measurement ton, cubic
                            (Indicate Country)          foot, etc.
 
--------------           --------------           --------------
--------------           --------------           --------------
--------------           --------------           --------------
 

    (e) Ports of loading nominated by offeror. The ports of loading 
named in paragraph (d) above are considered by the Government to be 
appropriate for this solicitation due to their compatibility with 
methods and facilities required to handle the cargo and types of vessels 
and to meet the required overseas delivery dates. Notwithstanding the 
foregoing, offerors may nominate additional ports of loading that the 
offeror considers to be more favorable to the Government. The Government 
may disregard such nominated ports if, after considering the quantity 
and nature of the supplies concerned, the requisite cargo handling 
capability, the available sailings on U.S.-flag vessels, and other 
pertinent transportation factors, it determines that use of the 
nominated ports is not compatible with the required overseas delivery 
date. United States Great Lakes ports of loading may be considered in 
the evaluation of offers only for those items scheduled in this 
provision for delivery during the ice-free or navigable period as 
proclaimed by the authorities of the St. Lawrence Seaway (normal period 
is between April 15 and November 30 annually). All ports named, 
including those nominated by offerors and determined to be eligible as 
provided in this provision, shall be considered in evaluating all offers 
received in order to establish the lowest laid down cost to the 
Government at the overseas port of discharge. All determinations shall 
be based on availability of ocean services by U.S.-flag vessels only. 
Additional U.S. port(s) of loading nominated by offeror, if any: ------
    (f) Price basis: Offeror shall indicate whether prices are based 
on--
    ( ) Paragraph (b), f.o.b. origin, transportation by GBL to port 
listed in paragraph (d);
    ( ) Paragraph (c), f.o.b. destination (i.e., a port listed in 
paragraph (d));
    ( ) Paragraph (e), f.o.b. origin, transportation by GBL to port 
nominated in paragraph (e); and/or
    ( ) Paragraph (e), f.o.b. destination (i.e., a port nominated in 
paragraph (e)).

                           (End of provision)

    Alternate I (FEB 2006). When the CONUS ports of export are DOD water 
terminals, delete paragraph (a) from the basic provision and substitute 
for it the following paragraph (a):

    (a) Port handling and ocean charges--DOD water terminals. The port 
handling and ocean charges are set forth in paragraph (d) of this 
provision for the information of offerors and are current as of the time 
of issuance of the solicitation. For evaluation of offers, the 
Government will use the port handling and ocean charges made available 
by the Directorate of International Traffic, Military Surface Deployment 
and Distribution Command (SDDC) rate information letters, on file as of 
the date of bid opening (or the closing date specified for receipt of 
offers) and which will be effective for the date of the expected initial 
shipment.

    Alternate II (APR 1984). When offers are solicited on an f.o.b. 
origin only basis, delete paragraphs (c) and (f) from the basic 
provision, but do not redesignate the ensuing paragraphs. Add the 
following basic paragraph (g) to the provision:

    (g) Paragraphs (c) and (f) have been deleted but ensuing paragraphs 
have not been redesignated.

    Alternate III (APR 1984). When offers are solicited on an f.o.b. 
destination only basis, delete paragraph (b) from the basic provision 
but do not redesignate the ensuing paragraphs. Delete subparagraph 
(c)(2) and paragraph (f) from the provision and substitute the following 
subparagraph (c)(2) and paragraph (f). Add paragraph (g) below.

    (c)(2) Offerors shall designate below at least one of the ports of 
loading listed in paragraph (d) below as their place of delivery. 
Failure to designate at least one of the ports as the point to which 
delivery will be made by the Contractor may render the offer 
nonresponsive.
PLACE OF DELIVERY:______________________________________________________
[Offerors insert at least one of the ports listed in paragraph (d) 
below.].
    (f) Price basis. Offerors shall indicate whether prices are based 
on--
    [squ] Paragraph (c), f.o.b. destination (i.e., a port listed in 
paragraph (d)); or
    [squ] Paragraph (e), f.o.b. destination (i.e., a port nominated in 
paragraph (e)).
    (g) Paragraph (b) has been deleted, but ensuing paragraphs have not 
been redesignated.

[48 FR 42478, Sept. 19, 1983, as amended at 59 FR 67058, Dec. 28, 1994; 
66 FR 2141, Jan. 10, 2001; 71 FR 207, Jan. 3, 2006]

[[Page 376]]



52.247-52  Clearance and Documentation Requirements--Shipments to DOD Air or 

Water Terminal Transshipment Points.

    As prescribed in 47.305-6(f)(2), insert the following clause in 
solicitations and contracts when shipments will be consigned to DOD air 
or water terminal transshipment points:

Clearance and Documentation Requirements--Shipments to DOD Air or Water 
                Terminal Transshipment Points (FEB 2006)

    All shipments to water or air ports for transshipment to overseas 
destinations are subject to the following requirements unless clearance 
and documentation requirements have been expressly delegated to the 
Contractor:
    (a) At least 10 days before shipping cargo to a water port, the 
Contractor shall obtain an Export Release from the Government 
transportation office for--
    (1) Each shipment weighing 10,000 pounds or more; and
    (2) Each shipment weighing less than 10,000 pounds; if the cargo 
either--
    (i) Is classified TOP SECRET, SECRET, OR CONFIDENTIAL;
    (ii) Will require exclusive use of a motor vehicle;
    (iii) Will occupy full visible capacity of a railway car or motor 
vehicle;
    (iv) Is less than a carload or truckload, but will be tendered as a 
carload or truckload; or
    (v) Is to be shipped to an ammunition outloading port for water 
shipment; or
    (3) Each shipment weighing less than 10,000 pounds if the cargo 
consists of--
    (i) Narcotics;
    (ii) Perishable biological material;
    (iii) Vehicles to be offered for driveaway service;
    (iv) Explosives, ammunition, poisons or other dangerous articles 
classified as class 1, division 1.1, 1.2, 1.3, 1.4; class 2, division 
2.3; and class 6, division 6.1; or
    (v) Radioactive material, as defined in 49 CFR 173.403, class 7.
    (b) The Contractor is cautioned not to order railway cars or motor 
vehicles for loading until an Export Release has been received.
    (c) If the Contracting Officer directs delivery within a shorter 
period than 10 days, the Contractor shall advise the transportation 
office of the date on which the cargo will be ready for shipment.
    (d) At least 5 days before shipping cargo to either a water port or 
an air port (regardless of the weight, security classification, or the 
commodity description), the Contractor shall provide the Government 
transportation office the information shown in paragraph (e) below to 
permit preparation of a Transportation Control and Movement Document 
(TCMD).
    (e) When applying for the Export Release in paragraph (a) above or 
when providing information for preparation of the TCMD in accordance 
with paragraph (d) above, the Contractor shall furnish the--
    (1) Proposed date or dates of shipment;
    (2) Number and type of containers;
    (3) Gross weight and cube of the shipment;
    (4) Number of cars or trucks that will be involved;
    (5) Transportation Control Number(s) (TCN) as required for marking 
under MIL-STD-129 or Federal Standard 123; and
    (6) Proper shipping name as specified in 46 CFR 146.05 for all items 
classified as dangerous substances as required for marking under MIL-
STD-129.
    (f) All movement documents (Government or commercial bills of lading 
or other delivery documents) shall be annotated by the Contractor with 
the--
    (1) Transportation Control Number, Consignor Code of activity 
directing the shipment; i.e., cognizant contract administration office, 
purchasing office when contract administration has been retained, or a 
Contractor specifically delegated transportation responsibilities under 
DoD 4500.9-R, Defense Transportation Regulation, responsibilities in the 
contract, whichever is appropriate, Consignee Code, and Transportation 
Priority for each shipment unit;
    (2) Export Release Number and valid shipping period, if stated (if 
expired, the Contractor shall request a renewal); and
    (3) Cubic foot measurement of each shipment unit.
    (g) All annotations on the movement documents shall be made in the 
Description of Articles space except, on Government bills of lading the 
Export Release number and shipping period shall be entered in the space 
entitled Route Order/Release No.
    (h) The Contractor shall (1) mail a copy of the bill of lading or 
other movement document to the transshipment point and (2) give a copy 
of the bill of lading or other movement document to the carrier for 
presentation to the transshipment point with delivery of the shipment.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 207, Jan. 3, 2006]



52.247-53  Freight Classification Description.

    As prescribed in 47.305-9(b)(1), insert the following provision in 
solicitations when the supplies being acquired are new to the supply 
system, nonstandard, or modifications of previously shipped

[[Page 377]]

items, and different freight classifications may apply:

              Freight Classification Description (APR 1984)

    Offerors are requested to indicate below the full Uniform Freight 
Classification (rail) description, or the National Motor Freight 
Classification description applicable to the supplies, the same as 
offeror uses for commercial shipment. This description should include 
the packing of the commodity (box, crate, bundle, loose, setup, knocked 
down, compressed, unwrapped, etc.), the container material (fiberboard, 
wooden, etc.), unusual shipping dimensions, and other conditions 
affecting traffic descriptions. The Government will use these 
descriptions as well as other information available to determine the 
classification description most appropriate and advantageous to the 
Government. Offeror understands that shipments on any f.o.b. origin 
contract awarded, as a result of this solicitation, will be made in 
conformity with the shipping classification description specified by the 
Government, which may be different from the classification description 
furnished below.
FOR FREIGHT CLASSIFICATION PURPOSES, OFFEROR DESCRIBES THIS COMMODITY AS

                           (End of provision)



52.247-54  [Reserved]



52.247-55  F.o.b. Point for Delivery of Government-Furnished Property.

    As prescribed in 47.305-12(a)(2), insert the following clause:

  F.o.b. Point for Delivery of Government-Furnished Property (JUN 2003)

    (a) Unless otherwise specified in this solicitation, the Government 
will deliver any Government-furnished property for use within the 
contiguous United States or Canada to a point specified by the 
Contractor in the offer. If the Government makes delivery by railroad, 
the f.o.b. point will be private siding, Contractor's plant. If the 
Contractor's plant is not served by rail, the f.o.b. point will be 
railroad cars in the same or nearest city having rail service. The 
Government may choose the mode of transportation and the carriers and 
will bear the cost of all line-haul transportation to the specified 
destination.
    (b) If the destination of the Government-furnished property is a 
Contractor's plant located outside the contiguous United States or 
Canada, the f.o.b. point for Government delivery of Government-furnished 
property will be a Contractor-specified location in the contiguous 
United States. If the Contractor fails to name a point, the Government 
will select as the f.o.b. point the port city in the contiguous United 
States nearest to the Government-furnished property that has regular 
commercial water transportation services to the offshore port nearest 
the Contractor's plant.
    (c) Unless otherwise directed by the Contracting Officer or provided 
in the contract, the Contractor shall return all Government-furnished 
equipment, supplies, and property, including all property not returned 
in the form of acceptable end items, to the point at which the 
Government property was originally furnished to the Contractor under the 
contract. Notwithstanding the fact that the Government may have 
furnished the property at the Contractor's plant, the Contracting 
Officer may direct the Contractor to deliver the Government property 
being returned to, and load, block, and brace it in, railway cars in the 
city in which the Contractor's plant is located, or, if the Contractor's 
city is not served by rail service, in the nearest city having rail 
service. Unless otherwise specified in the contract, all property shall 
be packed in containers conforming with the rules of common carrier 
published tariffs so as to be free of penalty charges by the carrier 
designated for shipment by the Government.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 68 FR 28088, May 22, 2003]



52.247-56  Transit Arrangements.

    As prescribed in 47.305-13(a)(3)(ii), insert the following provision 
in solicitations when benefits may accrue to the Government because 
transit arrangements may apply:

                     Transit Arrangements (APR 1984)

    The lowest appropriate common carrier transportation costs, 
including offeror's through transit rates and charges when applicable, 
from offeror's shipping points, via the transit point, to the ultimate 
destination will be used in evaluating offers.

 
           Transit point(s)                 Destination(s)
 
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 


[[Page 378]]

                           (End of provision)



52.247-57  Transportation Transit Privilege Credits.

    As prescribed in 47.305-13(b)(4), insert the following clause in 
solicitations and contracts when supplies are of such a nature, or when 
it is the custom of the trade, that offerors may have potential transit 
credits available and the Government may reduce transportation costs 
through the use of transit credits:

           Transportation Transit Privilege Credits (APR 1984)

    (a) If the offeror has established with regulated common carriers 
transit privileges that can be applied to the supplies when shipped from 
the original source, the offeror is invited to propose to use these 
credits for shipping the supplies to the designated Government 
destinations. The offeror will ship these supplies under commercial 
bills of lading, paying all remaining transportation charges connected 
with the shipment, subject to reimbursement by the Government in an 
amount equal to the remaining charges but not exceeding the amount 
quoted by the offeror.
    (b) After loading on the carrier's equipment and acceptance by the 
carrier, these shipments under paid commercial bills of lading will move 
for the account of and at the risk of the Government (unless, pursuant 
to the Changes clause, the office administering the contract directs use 
of Government bills of lading).
    (c) The amount quoted below by the offeror represents the 
transportation costs in cents per 100 pounds (freight rate) for full 
carload/truckload shipments of the supplies from offeror's original 
source, via offeror's transit plant or point, to the Government 
destination(s) including the carrier's transit privilege charge, less 
the applicable transit credit (i.e., the amount (rate) initially paid to 
the carrier for shipment from original source to offeror's transit plant 
or point).
    (d) The rate per CWT quoted will be used by the Government to 
evaluate the offered f.o.b. origin price unless a lower rate is 
applicable on the date of bid opening (or closing date specified for 
receipt of offers). To have the offer evaluated on this basis, the 
offeror must insert below the remaining transportation charges that the 
offeror agrees to pay, including any transit charges, subject to 
reimbursement by the Government, as explained in this clause, to 
destinations listed in the Schedule as follows:
RATE PER CWT IN CENTS___________________________________________________
TO DESTINATION__________________________________________________________

                             (End of clause)



52.247-58  Loading, Blocking, and Bracing of Freight Car Shipments.

    As prescribed in 47.305-15(a)(2), insert the following clause in 
solicitations and contracts when supplies may be shipped in carload lots 
by rail:

   Loading, Blocking, and Bracing of Freight Car Shipments (APR 1984)

    (a) Upon receipt of shipping instructions, as provided in this 
contract, the supplies to be included in any carload shipment by rail 
shall be loaded, blocked, and braced by the Contractor in accordance 
with the standards published by the Association of American Railroads 
and effective at the time of shipment.
    (b) Shipments, for which the Association of American Railroads has 
published no such standards, shall be loaded, blocked, and braced in 
accordance with standards established by the shipper as evidenced by 
written acceptance of an authorized representative of the carrier.
    (c) The Contractor shall be liable for payment of any damage to any 
supplies caused by the failure to load, block, and brace in accordance 
with acceptable standards set forth herein.
    (d) A copy of the appropriate pamphlet of the Association of 
American Railroads may be obtained from that Association.

                             (End of clause)



52.247-59  F.o.b. Origin--Carload and Truckload Shipments.

    As prescribed in 47.305-16(a), insert the following clause in 
solicitations and contracts when it is contemplated that they may result 
in f.o.b. origin contracts with shipments in carloads or truckloads. 
This will facilitate realistic freight cost evaluations of offers and 
ensure that contractors produce economical shipments of agreed size.

        F.o.b. Origin--Carload and Truckload Shipments (APR 1984)

    (a) The Contractor agrees that shipment shall be made in carload or 
truckload lots when the quantity to be delivered to any one destination 
in any delivery period pursuant to the contract schedule of deliveries 
is sufficient to constitute a carload r truckload shipment, except as 
may otherwise be permitted or directed, in writing, by the Contracting 
Officer.
    (b) For evaluation purposes, the agreed weight of a carload or 
truckload shall be the highest applicable minimum weight that will 
result in the lowest freight rate (or per car

[[Page 379]]

charge) on file or published in common carrier tariffs or tenders as of 
the date of bid opening (or the closing date specified for receipt of 
proposals).
    (c) For purposes of actual delivery, the agreed weight of a carload 
or truckload will be the highest applicable minimum weight that will 
result in the lowest possible freight rate (or per car charge) on file 
or published as of date of shipment.
    (d) If the total weight of any scheduled quantity to a destination 
is less than the highest carload/truckload minimum weight used for 
evaluation of offers, the Contractor agrees to ship such scheduled 
quantity in one shipment.
    (e) The Contractor shall be liable to the Government for any 
increased costs to the Government resulting from failure to comply with 
the above requirements.

                             (End of clause)



52.247-60  Guaranteed Shipping Characteristics.

    As prescribed in 47.305-16(b)(1), insert the following clause:

             Guaranteed Shipping Characteristics (DEC 1989)

    (a) The offeror is requested to complete subparagraph (a)(1) of this 
clause, for each part or component which is packed or packaged 
separately. This information will be used to determine transportation 
costs for evaluation purposes. If the offeror does not furnish 
sufficient data in subparagraph (a)(1) of this clause, to permit 
determination by the Government of the item shipping costs, evaluation 
will be based on the shipping characteristics submitted by the offeror 
whose offer produces the highest transportation costs or in the absence 
thereof, by the Contracting Officer's best estimate of the actual 
transportation costs. If the item shipping costs, based on the actual 
shipping characteristics, exceed the item shipping costs used for 
evaluation purposes, the Contractor agrees that the contract price shall 
be reduced by an amount equal to the difference between the 
transportation costs actually incurred, and the costs which would have 
been incurred if the evaluated shipping characteristics had been 
accurate.
    (1) To be completed by the offeror:
    (i) Type of container: Wood Box ----, Fiber Box ----, Barrel ----, 
Reel ----, Drum ----, Other (Specify) ----;
    (ii) Shipping configuration: Knocked-down ----, Set-up ----, Nested 
----, Other (specify) ----;
    (iii) Size of container ---- (Length), x ---- 
(Width), x ---- (Height) = ---- Cubic FT;
    (iv) Number of items per container ---- Each;
    (v) Gross weight of container and contents---- LBS
    (vi) Palletized/skidded ---- Yes ---- No;
    (vii) Number of containers per pallet/skid ----;
    (viii) Weight of empty pallet bottom/skid and sides---- LBS;
    (ix) Size of pallet/skid and contents ---- LBS Cube ----;
    (x) Number of containers or pallets/skid per railcar ----*--
---------------------------------------------------------------------------

    *Number of complete units (contract line item) to be shipped in 
carrier's equipment.
---------------------------------------------------------------------------

    Size of railcar ----
    Type of railcar ----
    (xi) Number of containers or pallets/skids per trailer ----*--
    Size of trailer ---- FT
    Type of trailer ----
    (2) To be completed by the Government after evaluation but before 
contract award:
    (i) Rate used in evaluation ----;
    (ii) Tender/Tariff ----;
    (iii) Item ----;
    (b) The guaranteed shipping characteristics requested in 
subparagraph (a)(1) of this clause do not establish actual 
transportation requirements, which are specified elsewhere in this 
solicitation. The guaranteed shipping characteristics will be used only 
for the purpose of evaluating offers and establishing any liability of 
the successful offeror for increased transportation costs resulting from 
actual shipping characteristics which differ from those used for 
evaluation in accordance with paragraph (a) of this clause.

                             (End of clause)

[54 FR 48997, Nov. 28, 1989; 55 FR 30, Jan. 2, 1990]



52.247-61  F.o.b. Origin--Minimum Size of Shipments.

    As prescribed in 47.305-16(c), insert the following clause in 
solicitations and contracts when volume rates may apply:

           F.o.b. Origin--Minimum Size of Shipments (APR 1984)

    The Contractor agrees that shipment will be made in carload and 
truckload lots when the quantity to be delivered to any one destination 
in any delivery period pursuant to the contract schedule of deliveries 
is sufficient to constitute a carload or truckload shipment, except as 
may otherwise be permitted or directed in writing by the Contracting 
Officer. The agreed weight of a carload or truckload will be the highest 
applicable minimum weight which will result in the lowest freight rate 
(or per car charge) on file or published in common carrier tariffs or

[[Page 380]]

tenders as of date of shipment. In the event the total weight of any 
scheduled quantity to a destination is less than the highest carload/
truckload minimum weight, the Contractor agrees to ship such scheduled 
quantity in one shipment. The Contractor shall be liable to the 
Government for any increased costs to the Government resulting from 
failure to comply with the above requirements. This liability shall not 
attach if supplies are outsized or of such nature that they cannot be 
loaded at the highest minimum weight bracket.

                             (End of clause)



52.247-62  Specific Quantities Unknown.

    As prescribed in 47.305-16(d)(2), insert the following clause in 
solicitations and contracts when total requirements and destinations to 
which shipments will be made are known, but the specific quantity to be 
shipped to each destination cannot be predetermined. This clause 
protects the interests of both the Government and the contractor during 
the course of the performance of the contract.

                 Specific Quantities Unknown (APR 1984)

    (a) For the purpose of evaluating f.o.b. destination offers, the 
Government estimates that the quantity specified will be shipped to the 
destinations indicated:

 
          Estimated quantity                 Destination
 
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 
------------------------------------------------------------------------
 

    (b) If the quantity shipped to each destination varies from the 
quantity estimated, and if the variation results in a change in the 
transportation costs, appropriate adjustment shall be made.

                             (End of clause)



52.247-63  Preference for U.S.-Flag Air Carriers.

    As prescribed in 47.405, insert the following clause:

            Preference for U.S.-Flag Air Carriers (JUN 2003)

    (a) Definitions. As used in this clause--
    International air transportation means transportation by air between 
a place in the United States and a place outside the United States or 
between two places both of which are outside the United States.
    United States means the 50 States, the District of Columbia, and 
outlying areas.
    U.S.-flag air carrier means an air carrier holding a certificate 
under 49 U.S.C. Chapter 411.
    (b) Section 5 of the International Air Transportation Fair 
Competitive Practices Act of 1974 (49 U.S.C. 40118) (Fly America Act) 
requires that all Federal agencies and Government contractors and 
subcontractors use U.S.-flag air carriers for U.S. Government-financed 
international air transportation of personnel (and their personal 
effects) or property, to the extent that service by those carriers is 
available. It requires the Comptroller General of the United States, in 
the absence of satisfactory proof of the necessity for foreign-flag air 
transportation, to disallow expenditures from funds, appropriated or 
otherwise established for the account of the United States, for 
international air transportation secured aboard a foreign-flag air 
carrier if a U.S.-flag air carrier is available to provide such 
services.
    (c) If available, the Contractor, in performing work under this 
contract, shall use U.S.-flag carriers for international air 
transportation of personnel (and their personal effects) or property.
    (d) In the event that the Contractor selects a carrier other than a 
U.S.-flag air carrier for international air transportation, the 
Contractor shall include a statement on vouchers involving such 
transportation essentially as follows:

          Statement of Unavailability of U.S.-Flag Air Carriers

    International air transportation of persons (and their personal 
effects) or property by U.S.-flag air carrier was not available or it 
was necessary to use foreign-flag air carrier service for the following 
reasons (see section 47.403 of the Federal Acquisition Regulation): 
[State reasons]:
________________________________________________________________________

                           (End of statement)

    (e) The Contractor shall include the substance of this clause, 
including this paragraph (e), in each subcontract or purchase under this 
contract that may involve international air transportation.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 53 FR 27468, July 20, 1988; 
62 FR 240, Jan. 2, 1997; 68 FR 28088, May 22, 2003]



52.247-64  Preference for Privately Owned U.S.-Flag Commercial Vessels.

    As prescribed in 47.507(a), insert the following clause:

[[Page 381]]

 Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006)

    (a) Except as provided in paragraph (e) of this clause, the Cargo 
Preference Act of 1954 (46 U.S.C. Appx. 1241(b)) requires that Federal 
departments and agencies shall transport in privately owned U.S.-flag 
commercial vessels at least 50 percent of the gross tonnage of 
equipment, materials, or commodities that may be transported in ocean 
vessels (computed separately for dry bulk carriers, dry cargo liners, 
and tankers). Such transportation shall be accomplished when any 
equipment, materials, or commodities, located within or outside the 
United States, that may be transported by ocean vessel are--
    (1) Acquired for a U.S. Government agency account;
    (2) Furnished to, or for the account of, any foreign nation without 
provision for reimbursement;
    (3) Furnished for the account of a foreign nation in connection with 
which the United States advances funds or credits, or guarantees the 
convertibility of foreign currencies; or
    (4) Acquired with advance of funds, loans, or guaranties made by or 
on behalf of the United States.
    (b) The Contractor shall use privately owned U.S.-flag commercial 
vessels to ship at least 50 percent of the gross tonnage involved under 
this contract (computed separately for dry bulk carriers, dry cargo 
liners, and tankers) whenever shipping any equipment, materials, or 
commodities under the conditions set forth in paragraph (a) above, to 
the extent that such vessels are available at rates that are fair and 
reasonable for privately owned U.S.-flag commercial vessels.
    (c)(1) The Contractor shall submit one legible copy of a rated on-
board ocean bill of lading for each shipment to both (i) the Contracting 
Officer and (ii) the Office of Cargo Preference, Maritime Administration 
(MAR-590), 400 Seventh Street, SW, Washington, DC 20590. Subcontractor 
bills of lading shall be submitted through the Prime Contractor.
    (2) The Contractor shall furnish these bill of lading copies (i) 
within 20 working days of the date of loading for shipments originating 
in the United States, or (ii) within 30 working days for shipments 
originating outside the United States. Each bill of lading copy shall 
contain the following information:
    (A) Sponsoring U.S. Government agency.
    (B) Name of vessel.
    (C) Vessel flag of registry.
    (D) Date of loading.
    (E) Port of loading.
    (F) Port of final discharge.
    (G) Description of commodity.
    (H) Gross weight in pounds and cubic feet if available.
    (I) Total ocean freight revenue in U.S. dollars.
    (d) The Contractor shall insert the substance of this clause, 
including this paragraph (d), in all subcontracts or purchase orders 
under this contract, except those described in paragraph (e)(4).
    (e) The requirement in paragraph (a) does not apply to--
    (1) Cargoes carried in vessels as required or authorized by law or 
treaty;
    (2) Ocean transportation between foreign countries of supplies 
purchased with foreign currencies made available, or derived from funds 
that are made available, under the Foreign Assistance Act of 1961 (22 
U.S.C. 2353);
    (3) Shipments of classified supplies when the classification 
prohibits the use of non-Government vessels; and
    (4) Subcontracts or purchase orders for the acquisition of 
commercial items unless--
    (i) This contract is--
    (A) A contract or agreement for ocean transportation services; or
    (B) A construction contract; or
    (ii) The supplies being transported are--
    (A) Items the Contractor is reselling or distributing to the 
Government without adding value. (Generally, the Contractor does not add 
value to the items when it subcontracts items for f.o.b. destination 
shipment); or
    (B) Shipped in direct support of U.S. military--
    (1) Contingency operations;
    (2) Exercises; or
    (3) Forces deployed in connection with United Nations or
    North Atlantic Treaty Organization humanitarian or peacekeeping 
operations.
    (f) Guidance regarding fair and reasonable rates for privately owned 
U.S.-flag commercial vessels may be btained from the Office of Costs and 
Rates, Maritime Administration, 400 Seventh Street, SW, Washington, DC 
20590, Phone: 202-366-4610.

                             (End of clause)

    Alternate I (APR 2003). As prescribed in 47.507(a)(2), substitute 
the following paragraphs (a) and (b) for paragraphs (a) and (b) of the 
basic clause:

    (a) Except as provided in paragraphs (b) and (e) of this clause, the 
Contractor shall use privately owned U.S.-flag commercial vessels, and 
no others, in the ocean transportation of any supplies to be furnished 
under this contract.
    (b) If such vessels are not available for timely shipment at rates 
that are fair and reasonable for privately owned U.S.-flag commercial 
vessels, the Contractor shall notify the Contracting Officer and request 
(1) authorization to ship in foreign-flag vessels

[[Page 382]]

or (2) designation of available U.S.-flag vessels. If the Contractor is 
authorized in writing by the Contracting Officer to ship the supplies in 
foreign-flag vessels, the contract price shall be equitably adjusted to 
reflect the difference in costs of shipping the supplies in privately 
owned U.S.-flag commercial vessels and in foreign-flag vessels.

    Alternate II (FEB 2006). As prescribed in 47.507(a)(3), substitute 
the following paragraph (e) for paragraph (e) of the basic clause:

    (e) The requirement in paragraph (a) does not apply to--
    (1) Cargoes carried in vessels as required or authorized by law or 
treaty;
    (2) Ocean transportation between foreign countries of supplies 
purchased with foreign currencies made available, or derived from funds 
that are made available, under the Foreign Assistance Act of 1961 (22 
U.S.C. 2353); and
    (3) Shipments of classified supplies when the classification 
prohibits the use of non-Government vessels.
    (4) Subcontracts or purchase orders under this contract for the 
acquisition of commercial items unless the supplies being transported 
are--
    (i) Items the Contractor is reselling or distributing to the 
Government without adding value. (Generally, the Contractor does not add 
value to the items when it subcontracts items for f.o.b. destination 
shipment); or
    (ii) Shipments in direct support of U.S. military--
    (A) Contingency operations;
    (B) Exercises; or
    (C) Forces deployed in connection with United Nations or North 
Atlantic Treaty Organization humanitarian or peacekeeping operations. 
(Note: This contract requires shipment of commercial items in direct 
support of U.S. military contingency operations, exercises, or forces 
deployed in connection with United Nations or North Atlantic Treaty 
Organization humanitarian or peacekeeping operations.)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995; 
61 FR 39198, July 26, 1996; 62 FR 40238, July 25, 1997; 62 FR 51379, 
Oct. 1, 1997; 65 FR 24324, Apr. 25, 2000; 68 FR 13204, Mar. 18, 2003; 68 
FR 28098, May 22, 2003; 71 FR 208, Jan. 3, 2006]



52.247-65  F.o.b. Origin, Prepaid Freight--Small Package Shipments.

    As prescribed in 47.303-17(f), insert the following clause:

    F.o.b. Origin Prepaid Freight--Small Package Shipments (JAN 1991)

    (a) When authorized by the Contracting Officer, f.o.b. origin 
freight shipments which do not have a security classification shall move 
on prepaid commercial bills of lading or other shipping documents to 
domestic destinations, including air and water terminals. Weight of 
individual shipments shall be governed by carrier restrictions but shall 
not exceed 150 pounds by any form of commercial air or 1,000 pounds by 
other commercial carriers. The Government will reimburse the Contractor 
for reasonable freight charges.
    (b) The Contractor shall annotate the commercial bill of lading as 
required by the clause of this contract entitled ``Commercial Bill of 
Lading Notations.''
    (c) The Contractor shall consolidate prepaid shipments in accordance 
with procedures established by the cognizant transportation office. The 
Contractor is authored to combine Government prepaid shipments with the 
Contractor's commercial shipments for delivery to one or more consignees 
and the Government will reimburse its pro rata share of the total 
freight costs. The Contractor shall provide a copy of the commercial 
bill of lading promptly to each consignee. Quantities shall not be 
divided into mailable lots for the purpose of avoiding movement by other 
modes of transportation.
    (d) Transportation charges will be billed as a separate item on the 
invoice for each shipment made. A copy of the pertinent bill of lading, 
shipment receipt, or freight bill shall accompany the invoice unless 
otherwise specified in the contract.
    (e) Loss and damage claims will be processed by the Government.

                             (End of clause)

[55 FR 52800, Dec. 21, 1990]



52.247-66  Returnable Cylinders.

    As prescribed in 47.305-17, insert the following clause:

                     Returnable Cylinders (MAY 1994)

    (a) Cylinder, referred to in this clause, is a pressure vessel 
designed for pressures higher than 40 psia and having a circular cross 
section excluding a portable tank, multitank car tank, cargo tank or 
tank car.
    (b) Returnable cylinders shall remain the Contractor's property but 
shall be loaned without charge to the Government for a period of ---- 
days [Contracting Officer shall insert number of days] (hereafter 
referred to as loan period) following the day of delivery to the f.o.b. 
point specified in the contract. Any cylinder not returned within the 
loan period shall be charged a daily rental beginning with the first day 
after the loan period expires, to and including the day the cylinders 
are delivered to the Contractor (if the original delivery was f.o.b. 
origin) or are delivered or made available for delivery to the

[[Page 383]]

Contractor's designated carrier (if the original delivery was f.o.b. 
destination). The Government shall pay the Contractor a rental of $----
-------- [Contracting Officer shall insert dollar amount for rental, 
after evaluation of offers] per cylinder, per day, computed separately 
for cylinders by type, size, and capacity and for each point of delivery 
named in the contract. No rental shall accrue to the Contractor in 
excess of replacement value per cylinder specified in paragraph (c) of 
this clause.
    (c) For each cylinder lost or damaged beyond repair while in the 
Government's possession, the Government shall pay to the Contractor the 
replacement value, less the allocable rental paid for that cylinder as 
follows: -------------------- [Contracting Officer shall insert the 
cylinder types, sizes, capacities, and associated replacement values.] 
These cylinders shall become Government property.
    (d) If any lost cylinder is located within -------------------- 
[Contracting Officer shall insert number of days] calendar days after 
payment by the Government, it may be returned to the Contractor by the 
Government, and the Contractor shall pay to the Government an amount 
equal to the replacement value, less rental computed in accordance with 
paragraph (b) of this clause, beginning at the expiration of the loan 
period specified in paragraph (b) of this clause, and continuing to the 
date on which the cylinder was delivered to the Contractor.

                             (End of clause)

[59 FR 11386, Mar. 10, 1994]



52.247-67  Submission of Transportation Documents for Audit.

    As prescribed in 47.103-2, insert the following clause:

       Submission of Transportation Documents for Audit (FEB 2006)

    (a) The Contractor shall submit to the address identified below, for 
prepayment audit, transportation documents on which the United States 
will assume freight charges that were paid--
    (1) By the Contractor under a cost-reimbursement contract; and
    (2) By a first-tier subcontractor under a cost-reimbursement 
subcontract thereunder.
    (b) Cost-reimbursement Contractors shall only submit for audit those 
bills of lading with freight shipment charges exceeding $100. Bills 
under $100 shall be retained on-site by the Contractor and made 
available for on-site audits. This exception only applies to freight 
shipment bills and is not intended to apply to bills and invoices for 
any other transportation services.
    (c) Contractors shall submit the above referenced transportation 
documents to--
    ----------------------------
    ----------------------------
    ----------------------------
    [To be filled in by Contracting Officer]

                             (End of clause)

[71 FR 208, Jan. 3, 2006]



52.247-68  Report of Shipment (REPSHIP).

    As prescribed in 47.208-2, insert the following clause:

                 Report of Shipment (REPSHIP) (FEB 2006)

    (a) Definition. Domestic destination, as used in this clause, 
means--
    (1) A destination within the contiguous United States; or
    (2) If shipment originates in Alaska or Hawaii, a destination in 
Alaska or Hawaii, respectively.
    (b) Unless otherwise directed by the Contracting Officer, the 
Contractor shall--
    (1) Send a prepaid notice of shipment to the consignee 
transportation officer--
    (i) For all shipments of--
    (A) Classified material, protected sensitive, and protected 
controlled material;
    (B) Explosives and poisons, class 1, division 1.1, 1.2 and 1.3; 
class 2, division 2.3 and class 6, division 6.1;
    (C) Radioactive materials requiring the use of a III bar label; or
    (ii) When a truckload/carload shipment of supplies weighing 20,000 
pounds or more, or a shipment of less weight that occupies the full 
visible capacity of a railway car or motor vehicle, is given to any 
carrier (common, contract, or private) for transportation to a domestic 
destination (other than a port for export);
    (2) Transmits the notice by rapid means to be received by the 
consignee transportation officer at least 24 hours before the arrival of 
the shipment; and
    (3) Send, to the receiving transportation officer, the bill of 
lading or letter or other document containing the following information 
and prominently identified as a ``Report of Shipment'' or ``REPSHIP FOR 
T.O.''
    REPSHIP FOR T.O. 81 JUN 01
    TRANSPORTATION OFFICER
    DEFENSE DEPOT, MEMPHIS, TN.
    SHIPPED YOUR DEPOT 1981 JUN 1 540 CTNS MENS COTTON TROUSERS, 30,240 
LB, 1782 CUBE, VIA XX-YY*
    IN CAR NO. XX 123456**-BL***-C98000031****CONTRACT DLA----------
ETA*****-JUNE 5 JONES & CO., JERSEY CITY, N.J.
    *Name of rail carrier, trucker, or other carrier.
    **Vehicle identification.
    ***Bill of lading.

[[Page 384]]

    ****If not shipped by BL, identify lading document and state whether 
paid by contractor.
    *****Estimated time of arrival.

                             (End of clause)

[71 FR 208, Jan. 3, 2006]



52.248-1  Value Engineering.

    As prescribed in 48.201, insert the following clause:

                      Value Engineering (FEB 2000)

    (a) General. The Contractor is encouraged to develop, prepare, and 
submit value engineering change proposals (VECP's) voluntarily. The 
Contractor shall share in any net acquisition savings realized from 
accepted VECP's, in accordance with the incentive sharing rates in 
paragraph (f) below.
    (b) Definitions. Acquisition savings, as used in this clause, means 
savings resulting from the application of a VECP to contracts awarded by 
the same contracting office or its successor for essentially the same 
unit. Acquisition savings include--
    (1) Instant contract savings, which are the net cost reductions on 
this, the instant contract, and which are equal to the instant unit cost 
reduction multiplied by the number of instant contract units affected by 
the VECP, less the Contractor's allowable development and implementation 
costs;
    (2) Concurrent contract savings, which are net reductions in the 
prices of other contracts that are definitized and ongoing at the time 
the VECP is accepted; and
    (3) Future contract savings, which are the product of the future 
unit cost reduction multiplied by the number of future contract units in 
the sharing base. On an instant contract, future contract savings 
include savings on increases in quantities after VECP acceptance that 
are due to contract modifications, exercise of options, additional 
orders, and funding of subsequent year requirements on a multiyear 
contract.
    Collateral costs, as used in this clause, means agency cost of 
operation, maintenance, logistic support, or Government-furnished 
property.
    Collateral savings, as used in this clause, means those measurable 
net reductions resulting from a VECP in the agency's overall projected 
collateral costs, exclusive of acquisition savings, whether or not the 
acquisition cost changes.
    Contracting office includes any contracting office that the 
acquisition is transferred to, such as another branch of the agency or 
another agency's office that is performing a joint acquisition action.
    Contractor's development and implementation costs, as used in this 
clause, means those costs the Contractor incurs on a VECP specifically 
in developing, testing, preparing, and submitting the VECP, as well as 
those costs the Contractor incurs to make the contractual changes 
required by Government acceptance of a VECP.
    Future unit cost reduction, as used in this clause, means the 
instant unit cost reduction adjusted as the Contracting Officer 
considers necessary for projected learning or changes in quantity during 
the sharing period. It is calculated at the time the VECP is accepted 
and applies either (1) throughout the sharing period, unless the 
Contracting Officer decides that recalculation is necessary because 
conditions are significantly different from those previously anticipated 
or (2) to the calculation of a lump-sum payment, which cannot later be 
revised.
    Government costs, as used in this clause, means those agency costs 
that result directly from developing and implementing the VECP, such as 
any net increases in the cost of testing, operations, maintenance, and 
logistics support. The term does not include the normal administrative 
costs of processing the VECP or any increase in this contract's cost or 
price resulting from negative instant contract savings.
    Instant contract, as used in this clause, means this contract, under 
which the VECP is submitted. It does not include increases in quantities 
after acceptance of the VECP that are due to contract modifications, 
exercise of options, or additional orders. If this is a multiyear 
contract, the term does not include quantities funded after VECP 
acceptance. If this contract is a fixed-price contract with prospective 
price redetermination, the term refers to the period for which firm 
prices have been established.
    Instant unit cost reduction means the amount of the decrease in unit 
cost of performance (without deducting any Contractor's development or 
implementation costs) resulting from using the VECP on this, the instant 
contract. If this is a service contract, the instant unit cost reduction 
is normally equal to the number of hours per line-item task saved by 
using the VECP on this contract, multiplied by the appropriate contract 
labor rate.
    Negative instant contract savings means the increase in the cost or 
price of this contract when the acceptance of a VECP results in an 
excess of the Contractor's allowable development and implementation 
costs over the product of the instant unit cost reduction multiplied by 
the number of instant contract units affected.
    Net acquisition savings means total acquisition savings, including 
instant, concurrent, and future contract savings, less Government costs.
    Sharing base, as used in this clause, means the number of affected 
end items on contracts of the contracting office accepting the VECP.

[[Page 385]]

    Sharing period, as used in this clause, means the period beginning 
with acceptance of the first unit incorporating the VECP and ending at a 
calendar date or event determined by the contracting officer for each 
VECP.
    Unit, as used in this clause, means the item or task to which the 
Contracting Officer and the Contractor agree the VECP applies.
    Value engineering change proposal (VECP) means a proposal that--
    (1) Requires a change to this, the instant contract, to implement; 
and
    (2) Results in reducing the overall projected cost to the agency 
without impairing essential functions or characteristics; provided, that 
it does not involve a change--
    (i) In deliverable end item quantities only;
    (ii) In research and development (R&D) end items or R&D test 
quantities that is due solely to results of previous testing under this 
contract; or
    (iii) To the contract type only.
    (c) VECP preparation. As a minimum, the Contractor shall include in 
each VECP the information described in subparagraphs (1) through (8) 
below. If the proposed change is affected by contractually required 
configuration management or similar procedures, the instructions in 
those procedures relating to format, identification, and priority 
assignment shall govern VECP preparation. The VECP shall include the 
following:
    (1) A description of the difference between the existing contract 
requirement and the proposed requirement, the comparative advantages and 
disadvantages of each, a justification when an item's function or 
characteristics are being altered, the effect of the change on the end 
item's performance, and any pertinent objective test data.
    (2) A list and analysis of the contract requirements that must be 
changed if the VECP is accepted, including any suggested specification 
revisions.
    (3) Identification of the unit to which the VECP applies.
    (4) A separate, detailed cost estimate for (i) the affected portions 
of the existing contract requirement and (ii) the VECP. The cost 
reduction associated with the VECP shall take into account the 
Contractor's allowable development and implementation costs, including 
any amount attributable to subcontracts under the Subcontracts paragraph 
of this clause, below.
    (5) A description and estimate of costs the Government may incur in 
implementing the VECP, such as test and evaluation and operating and 
support costs.
    (6) A prediction of any effects the proposed change would have on 
collateral costs to the agency.
    (7) A statement of the time by which a contract modification 
accepting the VECP must be issued in order to achieve the maximum cost 
reduction, noting any effect on the contract completion time or delivery 
schedule.
    (8) Identification of any previous submissions of the VECP, 
including the dates submitted, the agencies and contract numbers 
involved, and previous Government actions, if known.
    (d) Submission. The Contractor shall submit VECP's to the 
Contracting Officer, unless this contract states otherwise. If this 
contract is administered by other than the contracting office, the 
Contractor shall submit a copy of the VECP simultaneously to the 
Contracting Officer and to the Administrative Contracting Officer.
    (e) Government action. (1) The Contracting Officer will notify the 
Contractor of the status of the VECP within 45 calendar days after the 
contracting office receives it. If additional time is required, the 
Contracting Officer will notify the Contractor within the 45-day period 
and provide the reason for the delay and the expected date of the 
decision. The Government will process VECP's expeditiously; however, it 
will not be liable for any delay in acting upon a VECP.
    (2) If the VECP is not accepted, the Contracting Officer will notify 
the Contractor in writing, explaining the reasons for rejection. The 
Contractor may withdraw any VECP, in whole or in part, at any time 
before it is accepted by the Government. The Contracting Officer may 
require that the Contractor provide written notification before 
undertaking significant expenditures for VECP effort.
    (3) Any VECP may be accepted, in whole or in part, by the 
Contracting Officer's award of a modification to this contract citing 
this clause and made either before or within a reasonable time after 
contract performance is completed. Until such a contract modification 
applies a VECP to this contract, the Contractor shall perform in 
accordance with the existing contract. The decision to accept or reject 
all or part of any VECP is a unilateral decision made solely at the 
discretion of the Contracting Officer.
    (f) Sharing rates. If a VECP is accepted, the Contractor shall share 
in net acquisition savings according to the percentages shown in the 
table below. The percentage paid the Contractor depends upon (1) this 
contract's type (fixed-price, incentive, or cost-reimbursement), (2) the 
sharing arrangement specified in paragraph (a) above (incentive, program 
requirement, or a combination as delineated in the Schedule), and (3) 
the source of the savings (the instant contract, or concurrent and 
future contracts), as follows:

[[Page 386]]



                                  Contractor's Share of Net Acquisition Savings
                                              [Figures in Percent]
----------------------------------------------------------------------------------------------------------------
                                                                      Sharing arrangement
                                             -------------------------------------------------------------------
                                                    Incentive (voluntary)        Program requirement (mandatory)
                Contract type                -------------------------------------------------------------------
                                                               Con-current and                   Con-current and
                                                  Instant      future contract      Instant      future contract
                                               contract rate         rate        contract rate         rate
----------------------------------------------------------------------------------------------------------------
Fixed-price (includes fixed-price-award-fee;          \1\ 50           \1\ 50               25               25
 excludes other fixed-price incentive
 contracts).................................
Incentive (fixed-price or cost) (other than            (\2\)           \1\ 50            (\2\)               25
 award fee).................................
Cost-reimbursement (includes cost-plus-award-         \3\ 25           \3\ 25               15               15
 fee; excludes other cost-type incentive
 contracts).................................
----------------------------------------------------------------------------------------------------------------
\1\ The Contracting Officer may increase the Contractor's sharing rate to as high as 75 percent for each VECP.
\2\ Same sharing arrangement as the contract's profit or fee adjustment formula.
\3\ The Contracting Officer may increase the Contractor's sharing rate to as high as 50 percent for each VECP.

    (g) Calculating net acquisition savings. (1) Acquisition savings are 
realized when (i) the cost or price is reduced on the instant contract, 
(ii) reductions are negotiated in concurrent contracts, (iii) future 
contracts are awarded, or (iv) agreement is reached on a lump-sum 
payment for future contract savings (see subparagraph (i)(4) below). Net 
acquisition savings are first realized, and the Contractor shall be paid 
a share, when Government costs and any negative instant contract savings 
have been fully offset against acquisition savings.
    (2) Except in incentive contracts, Government costs and any price or 
cost increases resulting from negative instant contract savings shall be 
offset against acquisition savings each time such savings are realized 
until they are fully offset. Then, the Contractor's share is calculated 
by multiplying net acquisition savings by the appropriate Contractor's 
percentage sharing rate (see paragraph (f) above). Additional Contractor 
shares of net acquisition savings shall be paid to the Contractor at the 
time realized.
    (3) If this is an incentive contract, recovery of Government costs 
on the instant contract shall be deferred and offset against concurrent 
and future contract savings. The Contractor shall share through the 
contract incentive structure in savings on the instant contract items 
affected. Any negative instant contract savings shall be added to the 
target cost or to the target price and ceiling price, and the amount 
shall be offset against concurrent and future contract savings.
    (4) If the Government does not receive and accept all items on which 
it paid the Contractor's share, the Contractor shall reimburse the 
Government for the proportionate share of these payments.
    (h) Contract adjustment. The modification accepting the VECP (or a 
subsequent modification issued as soon as possible after any 
negotiations are completed) shall--
    (1) Reduce the contract price or estimated cost by the amount of 
instant contract savings, unless this is an incentive contract;
    (2) When the amount of instant contract savings is negative, 
increase the contract price, target price and ceiling price, target 
cost, or estimated cost by that amount;
    (3) Specify the Contractor's dollar share per unit on future 
contracts, or provide the lump-sum payment;
    (4) Specify the amount of any Government costs or negative instant 
contract savings to be offset in determining net acquisition savings 
realized from concurrent or future contract savings; and
    (5) Provide the Contractor's share of any net acquisition savings 
under the instant contract in accordance with the following:
    (i) Fixed-price contracts--add to contract price.
    (ii) Cost-reimbursement contracts--add to contract fee.
    (i) Concurrent and future contract savings. (1) Payments of the 
Contractor's share of concurrent and future contract savings shall be 
made by a modification to the instant contract in accordance with 
subparagraph (h)(5) above. For incentive contracts, shares shall be 
added as a separate firm-fixed-price line item on the instant contract. 
The Contractor shall maintain records adequate to identify the first 
delivered unit for 3 years after final payment under this contract.
    (2) The Contracting Officer shall calculate the Contractor's share 
of concurrent contract savings by (i) subtracting from the reduction in 
price negotiated on the concurrent contract any Government costs or 
negative instant contract savings not yet offset and (ii) multiplying 
the result by the Contractor's sharing rate.
    (3) The Contracting Officer shall calculate the Contractor's share 
of future contract savings by (i) multiplying the future unit cost 
reduction by the number of future contract units scheduled for delivery 
during the

[[Page 387]]

sharing period, (ii) subtracting any Government costs or negative 
instant contract savings not yet offset, and (iii) multiplying the 
result by the Contractor's sharing rate.
    (4) When the Government wishes and the Contractor agrees, the 
Contractor's share of future contract savings may be paid in a single 
lump sum rather than in a series of payments over time as future 
contracts are awarded. Under this alternate procedure, the future 
contract savings may be calculated when the VECP is accepted, on the 
basis of the Contracting Officer's forecast of the number of units that 
will be delivered during the sharing period. The Contractor's share 
shall be included in a modification to this contract (see subparagraph 
(h)(3) above) and shall not be subject to subsequent adjustment.
    (5) Alternate no-cost settlement method. When, in accordance with 
subsection 48.104-4 of the Federal Acquisition Regulation, the 
Government and the Contractor mutually agree to use the no-cost 
settlement method, the following applies:
    (i) The Contractor will keep all the savings on the instant contract 
and on its concurrent contracts only.
    (ii) The Government will keep all the savings resulting from 
concurrent contracts placed on other sources, savings from all future 
contracts, and all collateral savings.
    (j) Collateral savings. If a VECP is accepted, the Contracting 
Officer will increase the instant contract amount, as specified in 
paragraph (h)(5) of this clause, by a rate from 20 to 100 percent, as 
determined by the Contracting Officer, of any projected collateral 
savings determined to be realized in a typical year of use after 
subtracting any Government costs not previously offset. However, the 
Contractor's share of collateral savings will not exceed the contract's 
firm-fixed-price, target price, target cost, or estimated cost, at the 
time the VECP is accepted, or $100,000, whichever is greater. The 
Contracting Officer will be the sole determiner of the amount of 
collateral savings.
    (k) Relationship to other incentives. Only those benefits of an 
accepted VECP not rewardable under performance, design-to-cost 
(production unit cost, operating and support costs, reliability and 
maintainability), or similar incentives shall be rewarded under this 
clause. However, the targets of such incentives affected by the VECP 
shall not be adjusted because of VECP acceptance. If this contract 
specifies targets but provides no incentive to surpass them, the value 
engineering sharing shall apply only to the amount of achievement better 
than target.
    (l) Subcontracts. The Contractor shall include an appropriate value 
engineering clause in any subcontract of $100,000 or more and may 
include one in subcontracts of lesser value. In calculating any 
adjustment in this contract's price for instant contract savings (or 
negative instant contract savings), the Contractor's allowable 
development and implementation costs shall include any subcontractor's 
allowable development and implementation costs, and any value 
engineering incentive payments to a subcontractor, clearly resulting 
from a VECP accepted by the Government under this contract. The 
Contractor may choose any arrangement for subcontractor value 
engineering incentive payments; provided, that the payments shall not 
reduce the Government's share of concurrent or future contract savings 
or collateral savings.
    (m) Data. The Contractor may restrict the Government's right to use 
any part of a VECP or the supporting data by marking the following 
legend on the affected parts:

``These data, furnished under the Value Engineering clause of contract 
----, shall not be disclosed outside the Government or duplicated, used, 
or disclosed, in whole or in part, for any purpose other than to 
evaluate a value engineering change proposal submitted under the clause. 
This restriction does not limit the Goverment's right to use information 
contained in these data if it has been obtained or is otherwise 
available from the Contractor or from another source without 
limitations.''

    If a VECP is accepted, the Contractor hereby grants the Government 
unlimited rights in the VECP and supporting data, except that, with 
respect to data qualifying and submitted as limited rights technical 
data, the Government shall have the rights specified in the contract 
modification implementing the VECP and shall appropriately mark the 
data. (The terms unlimited rights and limited rights are defined in part 
27 of the Federal Acquisition Regulation.)

                             (End of clause)

    Alternate I (APR 1984). If the contracting officer selects a 
mandatory value engineering program requirement, substitute the 
following paragraph (a) for paragraph (a) of the basic clause:

    (a) General. The Contractor shall (1) engage in a value engineering 
program, and submit value engineering progress reports, as specified in 
the Schedule and (2) submit to the Contracting Officer any resulting 
value engineering change proposals (VECP's). In addition to being paid 
as the Schedule specifies for this mandatory program, the Contractor 
shall share in any net acquisition savings realized from accepted 
VECP's, in accordance with the program requirement sharing rates in 
paragraph (f) below.


[[Page 388]]


    Alternate II (FEB 2000). If the contracting officer selects both a 
value engineering incentive and mandatory value engineering program 
requirement, substitute the following paragraph (a) for paragraph (a) of 
the basic clause:

    (a) General. For those contract line items designated in the 
Schedule as subject to the value engineering program requirement, the 
Contractor shall (1) engage in a value engineering program, and submit 
value engineering progress reports, as specified in the Schedule and (2) 
submit to the Contracting Officer any resulting VECP's. In addition to 
being paid as the Schedule specifies for this mandatory program, the 
Contractor shall share in any net acquisition savings realized from 
VECP's accepted under the program, in accordance with the program 
requirement sharing rates in paragraph (f) below. For remaining areas of 
the contract, the Contractor is encouraged to develop, prepare, and 
submit VECP's voluntarily; for VECP's accepted under these remaining 
areas, the incentive sharing rates apply. The decision on which rate 
applies is a unilateral decision made solely at the discretion of the 
Government.

    Alternate III (APR 1984). When the head of the contracting activity 
determines that the cost of calculating and tracking collateral savings 
will exceed the benefits to be derived in a contract calling for a value 
engineering incentive, delete paragraph (j) from the basic clause and 
redesignate the remaining paragraphs accordingly.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 5059, Jan. 31, 1989; 
64 FR 51848, Sept. 24, 1999; 64 FR 72449, Dec. 27, 1999]



52.248-2  Value Engineering--Architect-Engineer.

    As prescribed in 48.201(f), insert the following clause:

            Value Engineering--Architect-Engineer (MAR 1990)

    (a) General. The Contractor shall (1) perform value engineering (VE) 
services and submit progress reports as specified in the Schedule; and 
(2) submit to the Contracting Officer any resulting value engineering 
proposals (VEP's). Value engineering activities shall be performed 
concurrently with, and without delay to, the schedule set forth in the 
contract. The services shall include VE evaluation and review and study 
of design documents immediately following completion of the 35 percent 
design state or at such stages as the Contracting Officer may direct. 
Each separately priced line item for VE services shall define 
specifically the scope of work to be accomplished and may include VE 
studies of items other than design documents. The Contractor shall be 
paid as the contract specifies for this effort, but shall not share in 
savings which may result from acceptance and use of VEP's by the 
Government.
    (b) Definitions.
    Life cycle cost, as used in this clause, is the sum of all costs 
over the useful life of a building, system or product. It includes the 
cost of design, construction, acquisition, operation, maintenance, and 
salvage (resale) value, if any.
    Value engineering, as used in this clause, means an organized effort 
to analyze the functions of systems, equipment, facilities, services, 
and supplies for the purpose of achieving the essential functions at the 
lowest life cycle cost consistent with required performance, 
reliability, quality, and safety.
    Value engineering proposal, as used in this clause, means, in 
connection with an A-E contract, a change proposal developed by 
employees of the Federal Government or contractor value engineering 
personnel under contract to an agency to provide value engineering 
services for the contract or program.
    (c) Submissions. After award of an architect-engineering contract 
the contractor shall--
    (1) Provide the Government with a fee breakdown schedule for the VE 
services (such as criteria review, task team review, and bid package 
review) included in the contract schedule;
    (2) Submit, for approval by the Contracting Officer, a list of team 
members and their respective resumes representing the engineering 
disciplines required to complete the study effort, and evidence of the 
team leader's qualifications and engineering discipline. Subsequent 
changes or substitutions to the approved VE team shall be submitted in 
writing to the Contracting Officer for approval; and
    (3) The team leader shall be responsible for prestudy work assembly 
and shall edit, reproduce, and sign the final report and each VEP. All 
VEP's, even if submitted earlier as an individual submission, shall be 
contained in the final report.
    (d) VEP preparation. As a minimum, the contractor shall include the 
following information in each VEP:
    (1) A description of the difference between the existing the 
proposed design, the comparative advantage and disadvantages of each, a 
justification when an item's function is being altered, the effect of 
the change on system or facility performance, and any pertinent 
objective test data.

[[Page 389]]

    (2) A list and analysis of design criteria or specifications that 
must be changed if the VEP is accepted.
    (3) A separate detailed estimate of the impact on project cost of 
each VEP, if accepted and implemented by the Government.
    (4) A description and estimate of costs the Government may incur in 
implementing the VEP, such as design change cost and test and evaluation 
cost.
    (5) A prediction of any effects the proposed change may have on life 
cycle cost.
    (6) The effect the VEP will have on design or construction 
schedules.
    (e) VEP acceptance. Approved VEP's shall be implemented by bilateral 
modification to this contract.

                             (End of clause)

[55 FR 3889, Feb. 5, 1990]



52.248-3  Value Engineering--Construction.

    As prescribed in 48.202, insert the following clause:

               Value Engineering--Construction (SEP 2006)

    (a) General. The Contractor is encouraged to develop, prepare, and 
submit value engineering change proposals (VECP's) voluntarily. The 
Contractor shall share in any instant contract savings realized from 
accepted VECP's, in accordance with paragraph (f) below.
    (b) Definitions. Collateral costs, as used in this clause, means 
agency costs of operation, maintenance, logistic support, or Government-
furnished property.
    Collateral savings, as used in this clause, means those measurable 
net reductions resulting from a VECP in the agency's overall projected 
collateral costs, exlcusive of acquisition savings, whether or not the 
acquisition cost changes.
    Contractor's development and implementation costs, as used in this 
clause, means those costs the Contractor incurs on a VECP specifically 
in developing, testing, preparing, and submitting the VECP, as well as 
those costs the Contractor incurs to make the contractual changes 
required by Government acceptance of a VECP.
    Government costs, as used in this clause, means those agency costs 
that result directly from developing and implementing the VECP, such as 
any net increases in the cost of testing, operations, maintenance, and 
logistic support. The term does not include the normal administrative 
costs of processing the VECP.
    Instant contract savings, as used in this clause, means the 
estimated reduction in Contractor cost of performance resulting from 
acceptance of the VECP, minus allowable Contractor's development and 
implementation costs, including subcontractors' development and 
implementation costs (see paragraph (h) below).
    Value engineering change proposal (VECP) means a proposal that--
    (1) Requires a change to this, the instant contract, to implement; 
and
    (2) Results in reducing the contract price or estimated cost without 
impairing essential functions or characteristics; provided, that it does 
not involve a change--
    (i) In deliverable end item quantities only; or
    (ii) To the contract type only.
    (c) VECP preparation. As a minimum, the Contractor shall include in 
each VECP the information described in subparagraphs (1) through (7) 
below. If the proposed change is affected by contractually required 
configuration management or similar procedures, the instructions in 
those procedures relating to format, identification, and priority 
assignment shall govern VECP preparation. The VECP shall include the 
following:
    (1) A description of the difference between the existing contract 
requirement and that proposed, the comparative advantages and 
disadvantages of each, a justification when an item's function or 
characteristics are being altered, and the effect of the change on the 
end item's performance.
    (2) A list and analysis of the contract requirements that must be 
changed if the VECP is accepted, including any suggested specification 
revisions.
    (3) A separate, detailed cost estimate for (i) the affected portions 
of the existing contract requirement and (ii) the VECP. The cost 
reduction associated with the VECP shall take into account the 
Contractor's allowable development and implementation costs, including 
any amount attributable to subcontracts under paragraph (h) below.
    (4) A description and estimate of costs the Government may incur in 
implementing the VECP, such as test and evaluation and operating and 
support costs.
    (5) A prediction of any effects the proposed change would have on 
collateral costs to the agency.
    (6) A statement of the time by which a contract modification 
accepting the VECP must be issued in order to achieve the maximum cost 
reduction, noting any effect on the contract completion time or delivery 
schedule.
    (7) Identification of any previous submissions of the VECP, 
including the dates submitted, the agencies and contract numbers 
involved, and previous Government actions, if known.
    (d) Submission. The Contractor shall submit VECP's to the Resident 
Engineer at the worksite, with a copy to the Contracting Officer.

[[Page 390]]

    (e) Government action. (1) The Contracting Officer will notify the 
Contractor of the status of the VECP within 45 calendar days after the 
contracting office receives it. If additional time is required, the 
Contracting Officer will notify the Contractor within the 45-day period 
and provide the reason for the delay and the expected date of the 
decision. The Government will process VECP's expeditiously; however, it 
will not be liable for any delay in acting upon a VECP.
    (2) If the VECP is not accepted, the Contracting Officer will notify 
the Contractor in writing, explaining the reasons for rejection. The 
Contractor may withdraw any VECP, in whole or in part, at any time 
before it is accepted by the Government. The Contracting Officer may 
require that the Contractor provide written notification before 
undertaking significant expenditures for VECP effort.
    (3) Any VECP may be accepted, in whole or in part, by the 
Contracting Officer's award of a modification to this contract citing 
this clause. The Contracting Officer may accept the VECP, even though an 
agreement on price reduction has not been reached, by issuing the 
Contractor a notice to proceed with the change. Until a notice to 
proceed is issued or a contract modification applies a VECP to this 
contract, the Contractor shall perform in accordance with the existing 
contract. The decision to accept or reject all or part of any VECP is a 
unilateral decision made solely at the discretion of the Contracting 
Officer.
    (f) Sharing--(1) Rates. The Government's share of savings is 
determined by subtracting Government costs from instant contract savings 
and multiplying the result by (i) 45 percent for fixed-price contracts 
or (ii) 75 percent for cost-reimbursement contracts.
    (2) Payment. Payment of any share due the Contractor for use of a 
VECP on this contract shall be authorized by a modification to this 
contract to--
    (i) Accept the VECP;
    (ii) Reduce the contract price or estimated cost by the amount of 
instant contract savings; and
    (iii) Provide the Contractor's share of savings by adding the amount 
calculated to the contract price or fee.
    (g) Collateral savings. If a VECP is accepted, the Contracting 
Officer will increase the instant contract amount by 20 percent of any 
projected collateral savings determined to be realized in a typical year 
of use after subtracting any Government costs not previously offset. 
However, the Contractor's share of collateral savings will not exceed 
the contract's firm-fixed-price or estimated cost, at the time the VECP 
is accepted, or $100,000, whichever is greater. The Contracting Officer 
is the sole determiner of the amount of collateral savings.
    (h) Subcontracts. The Contractor shall include an appropriate value 
engineering clause in any subcontract of $55,000 or more and may include 
one in subcontracts of lesser value. In computing any adjustment in this 
contract's price under paragraph (f) above, the Contractor's allowable 
development and implementation costs shall include any subcontractor's 
allowable development and implementation costs clearly resulting from a 
VECP accepted by the Government under this contract, but shall exclude 
any value engineering incentive payments to a subcontractor. The 
Contractor may choose any arrangement for subcontractor value 
engineering incentive payments; provided, that these payments shall not 
reduce the Government's share of the savings resulting from the VECP.
    (i) Data. The Contractor may restrict the Government's right to use 
any part of a VECP or the supporting data by marking the following 
legend on the affected parts:

``These data, furnished under the Value Engineering--Construction clause 
of contract ----, shall not be disclosed outside the Government or 
duplicated, used, or disclosed, in whole or in part, for any purpose 
other than to evaluate a value engineering change proposal submitted 
under the clause. This restriction does not limit the Government's right 
to use information contained in these data if it has been obtained or is 
otherwise available from the Contractor or from another source without 
limitations.''

    If a VECP is accepted, the Contractor hereby grants the Government 
unlimited rights in the VECP and supporting data, except that, with 
respect to data qualifying and submitted as limited rights technical 
data, the Government shall have the rights specified in the contract 
modification implementing the VECP and shall appropriately mark the 
data. (The terms unlimited rights and limited rights are defined in part 
27 of the Federal Acquisition Regulation.)

                             (End of clause)

    Alternate I (APR 1984). When the head of the contracting activity 
determines that the cost of calculating and tracking collateral savings 
will exceed the benefits to be derived in a construction contract, 
delete paragraph (g) from the basic clause and redesignate the remaining 
paragraphs accordingly.

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 5059, Jan. 31, 1989; 
64 FR 72449, Dec. 27, 1999; 71 FR 57369, Sept. 28, 2006]



52.249-1  Termination for Convenience of the Government (Fixed-Price) (Short 

Form).

    As prescribed in 49.502(a)(1), insert the following clause:

[[Page 391]]

Termination for Convenience of the Government (Fixed-Price) (Short Form) 
                               (APR 1984)

    The Contracting Officer, by written notice, may terminate this 
contract, in whole or in part, when it is in the Government's interest. 
If this contract is terminated, the rights, duties, and obligations of 
the parties, including compensation to the Contractor, shall be in 
accordance with part 49 of the Federal Acquisition Regulation in effect 
on the date of this contract.

                             (End of clause)

    Alternate I (APR 1984). If the contract is for dismantling, 
demolition, or removal of improvements, designate the basic clause as 
paragraph (a) and add the following paragraph (b):

    (b) Upon receipt of the termination notice, if title to property is 
vested in the Contractor under this contract, it shall revest in the 
Government regardless of any other clause of the contract, except for 
property that the Contractor (a) disposed of by bona fide sale or (b) 
removed from the site.

[48 FR 42478, Sept. 19, 1983, as amended at 71 FR 57369, Sept. 28, 2006]



52.249-2  Termination for Convenience of the Government (Fixed-Price).

    As prescribed in 49.502(b)(1)(i), insert the following clause:

 Termination for Convenience of the Government (Fixed-Price) (MAY 2004)

    (a) The Government may terminate performance of work under this 
contract in whole or, from time to time, in part if the Contracting 
Officer determines that a termination is in the Government's interest. 
The Contracting Officer shall terminate by delivering to the Contractor 
a Notice of Termination specifying the extent of termination and the 
effective date.
    (b) After receipt of a Notice of Termination, and except as directed 
by the Contracting Officer, the Contractor shall immediately proceed 
with the following obligations, regardless of any delay in determining 
or adjusting any amounts due under this clause:
    (1) Stop work as specified in the notice.
    (2) Place no further subcontracts or orders (referred to as 
subcontracts in this clause) for materials, services, or facilities, 
except as necessary to complete the continued portion of the contract.
    (3) Terminate all subcontracts to the extent they relate to the work 
terminated.
    (4) Assign to the Government, as directed by the Contracting 
Officer, all right, title, and interest of the Contractor under the 
subcontracts terminated, in which case the Government shall have the 
right to settle or to pay any termination settlement proposal arising 
out of those terminations.
    (5) With approval or ratification to the extent required by the 
Contracting Officer, settle all outstanding liabilities and termination 
settlement proposals arising from the termination of subcontracts; the 
approval or ratification will be final for purposes of this clause.
    (6) As directed by the Contracting Officer, transfer title and 
deliver to the Government (i) the fabricated or unfabricated parts, work 
in process, completed work, supplies, and other material produced or 
acquired for the work terminated, and (ii) the completed or partially 
completed plans, drawings, information, and other property that, if the 
contract had been completed, would be required to be furnished to the 
Government.
    (7) Complete performance of the work not terminated.
    (8) Take any action that may be necessary, or that the Contracting 
Officer may direct, for the protection and preservation of the property 
related to this contract that is in the possession of the Contractor and 
in which the Government has or may acquire an interest.
    (9) Use its best efforts to sell, as directed or authorized by the 
Contracting Officer, any property of the types referred to in 
subparagraph (b)(6) of this clause; provided, however, that the 
Contractor (i) is not required to extend credit to any purchaser and 
(ii) may acquire the property under the conditions prescribed by, and at 
prices approved by, the Contracting Officer. The proceeds of any 
transfer or disposition will be applied to reduce any payments to be 
made by the Government under this contract, credited to the price or 
cost of the work, or paid in any other manner directed by the 
Contracting Officer.
    (c) The Contractor shall submit complete termination inventory 
schedules no later than 120 days from the effective date of termination, 
unless extended in writing by the Contracting Officer upon written 
request of the Contractor within this 120-day period.
    (d) After expiration of the plant clearance period as defined in 
subpart 49.001 of the Federal Acquisition Regulation, the Contractor may 
submit to the Contracting Officer a list, certified as to quantity and 
quality, of termination inventory not previously disposed of, excluding 
items authorized for disposition by the Contracting Officer. The 
Contractor may request the Government to remove those items or enter 
into an agreement for their storage. Within 15 days, the Government will 
accept title to those items and remove them or enter into a storage 
agreement. The Contracting Officer may verify the list upon removal of 
the items, or if stored, within 45 days from submission of the

[[Page 392]]

list, and shall correct the list, as necessary, before final settlement.
    (e) After termination, the Contractor shall submit a final 
termination settlement proposal to the Contracting Officer in the form 
and with the certification prescribed by the Contracting Officer. The 
Contractor shall submit the proposal promptly, but no later than 1 year 
from the effective date of termination, unless extended in writing by 
the Contracting Officer upon written request of the Contractor within 
this 1-year period. However, if the Contracting Officer determines that 
the facts justify it, a termination settlement proposal may be received 
and acted on after 1 year or any extension. If the Contractor fails to 
submit the proposal within the time allowed, the Contracting Officer may 
determine, on the basis of information available, the amount, if any, 
due the Contractor because of the termination and shall pay the amount 
determined.
    (f) Subject to paragraph (e) of this clause, the Contractor and the 
Contracting Officer may agree upon the whole or any part of the amount 
to be paid or remaining to be paid because of the termination. The 
amount may include a reasonable allowance for profit on work done. 
However, the agreed amount, whether under this paragraph (f) or 
paragraph (g) of this clause, exclusive of costs shown in subparagraph 
(g)(3) of this clause, may not exceed the total contract price as 
reduced by (1) the amount of payments previously made and (2) the 
contract price of work not terminated. The contract shall be modified, 
and the Contractor paid the agreed amount. Paragraph (g) of this clause 
shall not limit, restrict, or affect the amount that may be agreed upon 
to be paid under this paragraph.
    (g) If the Contractor and the Contracting Officer fail to agree on 
the whole amount to be paid because of the termination of work, the 
Contracting Officer shall pay the Contractor the amounts determined by 
the Contracting Officer as follows, but without duplication of any 
amounts agreed on under paragraph (f) of this clause:
    (1) The contract price for completed supplies or services accepted 
by the Government (or sold or acquired under subparagraph (b)(9) of this 
clause) not previously paid for, adjusted for any saving of freight and 
other charges.
    (2) The total of--
    (i) The costs incurred in the performance of the work terminated, 
including initial costs and preparatory expense allocable thereto, but 
excluding any costs attributable to supplies or services paid or to be 
paid under subparagraph (g)(1) of this clause;
    (ii) The cost of settling and paying termination settlement 
proposals under terminated subcontracts that are properly chargeable to 
the terminated portion of the contract if not included in subdivision 
(g)(2)(i) of this clause; and
    (iii) A sum, as profit on subdivision (g)(2)(i) of this clause, 
determined by the Contracting Officer under 49.202 of the Federal 
Acquisition Regulation, in effect on the date of this contract, to be 
fair and reasonable; however, if it appears that the Contractor would 
have sustained a loss on the entire contract had it been completed, the 
Contracting Officer shall allow no profit under this subdivision (iii) 
and shall reduce the settlement to reflect the indicated rate of loss.
    (3) The reasonable costs of settlement of the work terminated, 
including--
    (i) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (ii) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (iii) Storage, transportation, and other costs incurred, reasonably 
necessary for the preservation, protection, or disposition of the 
termination inventory.
    (h) Except for normal spoilage, and except to the extent that the 
Government expressly assumed the risk of loss, the Contracting Officer 
shall exclude from the amounts payable to the Contractor under paragraph 
(g) of this clause, the fair value, as determined by the Contracting 
Officer, of property that is destroyed, lost, stolen, or damaged so as 
to become undeliverable to the Government or to a buyer.
    (i) The cost principles and procedures of part 31 of the Federal 
Acquisition Regulation, in effect on the date of this contract, shall 
govern all costs claimed, agreed to, or determined under this clause.
    (j) The Contractor shall have the right of appeal, under the 
Disputes clause, from any determination made by the Contracting Officer 
under paragraph (e), (g), or (l) of this clause, except that if the 
Contractor failed to submit the termination settlement proposal or 
request for equitable adjustment within the time provided in paragraph 
(e) or (l), respectively, and failed to request a time extension, there 
is no right of appeal.
    (k) In arriving at the amount due the Contractor under this clause, 
there shall be deducted--
    (1) All unliquidated advance or other payments to the Contractor 
under the terminated portion of this contract;
    (2) Any claim which the Government has against the Contractor under 
this contract; and
    (3) The agreed price for, or the proceeds of sale of, materials, 
supplies, or other things acquired by the Contractor or sold under the 
provisions of this clause and not recovered by or credited to the 
Government.

[[Page 393]]

    (l) If the termination is partial, the Contractor may file a 
proposal with the Contracting Officer for an equitable adjustment of the 
price(s) of the continued portion of the contract. The Contracting 
Officer shall make any equitable adjustment agreed upon. Any proposal by 
the Contractor for an equitable adjustment under this clause shall be 
requested within 90 days from the effective date of termination unless 
extended in writing by the Contracting Officer.
    (m)(1) The Government may, under the terms and conditions it 
prescribes, make partial payments and payments against costs incurred by 
the Contractor for the terminated portion of the contract, if the 
Contracting Officer believes the total of these payments will not exceed 
the amount to which the Contractor will be entitled.
    (2) If the total payments exceed the amount finally determined to be 
due, the Contractor shall repay the excess to the Government upon 
demand, together with interest computed at the rate established by the 
Secretary of the Treasury under 50 U.S.C. App. 1215(b)(2). Interest 
shall be computed for the period from the date the excess payment is 
received by the Contractor to the date the excess is repaid. Interest 
shall not be charged on any excess payment due to a reduction in the 
Contractor's termination settlement proposal because of retention or 
other disposition of termination inventory until 10 days after the date 
of the retention or disposition, or a later date determined by the 
Contracting Officer because of the circumstances.
    (n) Unless otherwise provided in this contract or by statute, the 
Contractor shall maintain all records and documents relating to the 
terminated portion of this contract for 3 years after final settlement. 
This includes all books and other evidence bearing on the Contractor's 
costs and expenses under this contract. The Contractor shall make these 
records and documents available to the Government, at the Contractor's 
office, at all reasonable times, without any direct charge. If approved 
by the Contracting Officer, photographs, microphotographs, or other 
authentic reproductions may be maintained instead of original records 
and documents.

                             (End of clause)

    Alternate I (SEP 1996). If the contract is for construction, 
substitute the following paragraph (g) for paragraph (g) of the basic 
clause:

    (g) If the Contractor and Contracting Officer fail to agree on the 
whole amount to be paid the Contractor because of the termination of 
work, the Contracting Officer shall pay the Contractor the amounts 
determined as follows, but without duplication of any amounts agreed 
upon under paragraph (f) of this clause:
    (1) For contract work performed before the effective date of 
termination, the total (without duplication of any items) of--
    (i) The cost of this work;
    (ii) The cost of settling and paying termination settlement 
proposals under terminated subcontracts that are properly chargeable to 
the terminated portion of the contract if not included in subdivision 
(g)(1)(i) of this clause; and
    (iii) A sum, as profit on subdivision (g)(1)(i) of this clause, 
determined by the Contracting Officer under 49.202 of the Federal 
Acquisition Regulation, in effect on the date of this contract, to be 
fair and reasonable; however, if it appears that the Contractor would 
have sustained a loss on the entire contract had it been completed, the 
Contracting Officer shall allow no profit under this subdivision (iii) 
and shall reduce the settlement to reflect the indicated rate of loss.
    (2) The reasonable costs of settlement of the work terminated, 
including--
    (i) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (ii) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (iii) Storage, transportation, and other costs incurred, reasonably 
necessary for the preservation, protection, or disposition of the 
termination inventory.

    Alternate II (SEP 1996). If the contract is with an agency of the 
U.S. Government or with State, local, or foreign governments or their 
agencies, and if the Contracting Officer determines that the requirement 
to pay interest on excess partial payments is inappropriate, delete 
subparagraph (m)(2) of the basic clause.
    Alternate III (SEP 1996). If the contract is for construction and 
with an agency of the U.S. Government or with State, local, or foreign 
governments or their agencies, substitute the following paragraph (g) 
for paragraph (g) of the basic clause. Subparagraph (m)(2) may be 
deleted from the basic clause if the Contracting Officer determines that 
the requirement to pay interest on excess partial payments is 
inappropriate.

    (g) If the Contractor and Contracting Officer fail to agree on the 
whole amount to be paid the Contractor because of the termination of 
work, the Contracting Officer shall pay the Contractor the amounts 
determined as follows, but without duplication of any

[[Page 394]]

amounts agreed upon under paragraph (f) of this clause:
    (1) For contract work performed before the effective date of 
termination, the total (without duplication of any items) of--
    (i) The cost of this work;
    (ii) The cost of settling and paying termination settlement 
proposals under terminated subcontracts that are properly chargeable to 
the terminated portion of the contract if not included in subdivision 
(g)(1)(i) of this clause; and
    (iii) A sum, as profit on subdivision (g)(1)(i) of this clause, 
determined by the Contracting Officer under 49.202 of the Federal 
Acquisition Regulation, in effect on the date of this contract, to be 
fair and reasonable; however, if it appears that the Contractor would 
have sustained a loss on the entire contract had it been completed, the 
Contracting Officer shall allow no profit under this subdivision (iii) 
and shall reduce the settlement to reflect the indicated rate of loss.
    (2) The reasonable costs of settlement of the work terminated, 
including--
    (i) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (ii) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (iii) Storage, transportation, and other costs incurred, reasonably 
necessary for the preservation, protection, or disposition of the 
termination inventory.

[48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 
61 FR 31666, June 20, 1996; 61 FR 39222, July 26, 1996; 69 FR 17750, 
Apr. 5, 2004]



52.249-3  Termination for Convenience of the Government (Dismantling, 

Demolition, or Removal of Improvements).

    As prescribed in 49.502(b)(2), insert the following clause:

Termination for Convenience of the Government (Dismantling, Demolition, 
                 or Removal of Improvements) (MAY 2004)

    (a) The Government may terminate performance of work under this 
contract, in whole or, from time to time, in part if the Contracting 
Officer determines that a termination is in the Government's interest. 
The Contracting Officer shall terminate by delivering to the Contractor 
a Notice of Termination specifying the extent of termination and the 
effective date. Upon receipt of the notice, if title to property is 
vested in the Contractor under this contract, it shall revest in the 
Government regardless of any other clause of this contract, except for 
property that the Contractor disposed of by bona fide sale or removed 
from the site.
    (b) After receipt of a Notice of Termination, and except as directed 
by the Contracting Officer, the Contractor shall immediately proceed 
with the following obligations, regardless of delay in determining or 
adjusting any amounts due under this clause:
    (1) Stop work as specified in the notice.
    (2) Place no further subcontracts or orders (referred to as 
subcontracts in this clause) for materials, services, or facilities, 
except as necessary to complete the continued portion of the contract.
    (3) Terminate all subcontracts to the extent they relate to the work 
terminated.
    (4) Assign to the Government, as directed by the Contracting 
Officer, all right, title, and interest of the Contractor under the 
subcontracts terminated, in which case the Government shall have the 
right to settle or to pay any termination settlement proposal arising 
out of those terminations.
    (5) With approval or ratification to the extent required by the 
Contracting Officer, settle all outstanding liabilities and termination 
settlement proposals arising from the termination of subcontracts; the 
approval or ratification will be final for purposes of this clause.
    (6) As directed by the Contracting Officer, transfer title and 
deliver to the Government (i) the fabricated or unfabricated parts, work 
in process, completed work, supplies, and other material produced or 
acquired for the work terminated, and (ii) the completed or partially 
completed plans, drawings, information, and other property that, if the 
contract has been completed, would be required to be furnished to the 
Government.
    (7) Complete performance of the work not terminated.
    (8) Take any action that may be necessary, or that the Contracting 
Officer may direct, for the protection and preservation of the property 
related to this contract that is in the possession of the Contractor and 
in which the Government has or may acquire an interest.
    (9) Use its best efforts to sell, as directed or authorized by the 
Contracting Officer, any property of the types referred to in 
subparagraph (b)(6) of this clause; provided, however, that the 
Contractor (i) is not required to extend credit to any purchaser and 
(ii) may acquire the property under the conditions prescribed by, and at 
prices approved by, the Contracting Officer. The proceeds of any 
transfer or disposition will be applied to reduce any payments to be 
made by the Government under this contract, credited to the price or 
cost of the work, or paid in any other manner directed by the 
Contracting Officer.
    (c) The Contractor shall submit complete termination inventory 
schedules no later

[[Page 395]]

than 120 days from the effective date of termination, unless extended in 
writing by the Contracting Officer upon written request of the 
Contractor within this 120-day period.
    (d) After expiration of the plant clearance period as defined in 
subpart 49.001 of the Federal Acquisition Regulation, the Contractor may 
submit to the Contracting Officer a list, certified as to quantity and 
quality, of termination inventory not previously disposed of, excluding 
items authorized for disposition by the Contracting Officer. The 
Contractor may request the Government to remove those items or enter 
into an agreement for their storage. Within 15 days, the Government will 
accept title to those items and remove them or enter into a storage 
agreement. The Contracting Officer may verify the list upon removal of 
the items, or if stored, within 45 days from submission of the list, and 
shall correct the list, as necessary, before final settlement.
    (e) After termination, the Contractor shall submit a final 
termination settlement proposal to the Contracting Officer in the form 
and with the certification prescribed by the Contracting Officer. The 
Contractor shall submit the proposal promptly, but no later than 1 year 
from the effective date of termination, unless extended in writing by 
the Contracting Officer upon written request of the Contractor within 
this 1-year period. However, if the Contracting Officer determines that 
the facts justify it, a termination settlement proposal may be received 
and acted on after 1 year or any extension. If the Contractor fails to 
submit the proposal within the time allowed, the Contracting Officer may 
determine, on the basis of information available, the amount, if any, 
due the Contractor because of the termination and shall pay the amount 
determined.
    (f) Subject to paragraph (e) of this clause, the Contractor and the 
Contracting Officer may agree upon the whole or any part of the amount 
to be paid because of the termination. The amount may include a 
reasonable allowance for profit on work done. However, the agreed 
amount, whether under this paragraph (f) or paragraph (g) of this 
clause, exclusive of settlement costs, may not exceed the total contract 
price as reduced by (1) the amount of payments previously made and (2) 
the contract price of work not terminated. The contract shall be amended 
and the Contractor paid the agreed amount. Paragraph (g) of this clause 
shall not limit, restrict, or affect the amount that may be agreed upon 
to be paid under this paragraph.
    (g) If the Contractor and the Contracting Officer fail to agree on 
the whole amount to be paid because of the termination of work, the 
Contracting Officer shall pay the Contractor the amounts determined by 
the Contracting Officer as follows, but without duplication of any 
amounts agreed on under paragraph (f) of this clause:
    (1) For contract work performed before the effective date of 
termination, the total (without duplication of any items) of--
    (i) The cost of this work;
    (ii) The cost of settling and paying termination settlement 
proposals under terminated subcontracts that are properly chargeable to 
the terminated portion of the contract, if not included in subdivision 
(g)(1)(i) of this clause; and
    (iii) A sum, as profit on subdivision (g)(1)(i) of this clause, 
determined by the Contracting Officer under section 49.202 of the 
Federal Acquisition Regulation, in effect on the date of this contract, 
to be fair and reasonable; however, if it appears that the Contractor 
would have sustained a loss on the entire contract had it been 
completed, the Contracting Officer shall allow no profit under this 
subdivision (iii) and shall reduce the amount of the settlement to 
reflect the indicated rate of loss.
    (2) The reasonable costs of settlement of the work terminated, 
including--
    (i) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (ii) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (iii) Preservation and protection of property under subparagraph 
(b)(8) of this clause.
    (h) Except for normal spoilage, and except to the extent that the 
Government expressly assumed the risk of loss, the Contracting Officer 
shall exclude from the amounts payable to the Contractor under paragraph 
(g) of this clause, the fair value as determined by the Contracting 
Officer, of property that is destroyed, lost, stolen, or damaged so as 
to become undeliverable to the Government or to a buyer.
    (i) The cost principles and procedures of part 31 of the Federal 
Acquisition Regulation, in effect on the date of this contract, shall 
govern all costs claimed, agreed to, or determined under this clause.
    (j) The Contractor shall have the right of appeal, under the 
Disputes clause, from any determination made by the Contracting Officer 
under paragraph (e), (g), or (l) of this clause, except that if the 
Contractor failed to submit the termination settlement proposal within 
the time provided in paragraph (e) or (f) and failed to request a time 
extension, there is no right of appeal. If the Contracting Officer has 
made a determination of the amount due under paragraph (e), (g), or (l) 
of this clause, the Government shall pay the Contractor (1) the amount 
determined by the Contracting Officer, if there is no right of appeal or 
if no timely appeal has been taken, or (2) the amount finally determined 
on an appeal.

[[Page 396]]

    (k) In arriving at the amount due the Contractor under this clause, 
there shall be deducted--
    (1) All unliquidated advance or other payments to the Contractor 
under the terminated portion of this contract;
    (2) Any claim which the Government has against the Contractor under 
this contract; and
    (3) The agreed price for, or the proceeds of sale of, materials, 
supplies, or other things acquired by the Contractor or sold under the 
provisions of this clause and not recovered by or credited to the 
Government.
    (l) If the termination is partial, the Contractor may file a 
proposal with the Contracting Officer for an equitable adjustment of the 
price(s) of the continued portion of the contract. The Contracting 
Officer shall make any equitable adjustment agreed upon. Any proposal by 
the Contractor for an equitable adjustment under this clause shall be 
requested within 90 days from the effective date of termination unless 
extended in writing by the Contracting Officer.
    (m)(1) The Government may, under the terms and conditions it 
prescribes, make partial payments and payments against cost incurred by 
the Contractor for the terminated portion of the contract, if the 
Contracting Officer believes the total of these payments will not exceed 
the amount to which the Contractor will be entitled.
    (2) If the total payments exceed the amount finally determined to be 
due, the Contractor shall repay the excess to the Government upon 
demand, together with interest computed at the rate established by the 
Secretary of the Treasury under 50 U.S.C. App 1215(b)(2). Interest shall 
be computed for the period from the date the excess payment is received 
by the Contractor to the date the excess is repaid. Interest shall not 
be charged on any excess payment due to a reduction in the Contractor's 
termination settlement proposal because of retention or other 
disposition of termination inventory until 10 days after the date of the 
retention or disposition, or a later date determined by the Contracting 
Officer because of the circumstances.
    (n) Unless otherwise provided in this contract or by statute, the 
Contractor shall maintain all records and documents relating to the 
terminated portion of this contract for 3 years after final settlement. 
This includes all books and other evidence bearing on the Contractor's 
costs and expenses under this contract. The Contractor shall make these 
records and documents available to the Government, at the Contractor's 
office, at all reasonable times, without any direct charge. If approved 
by the Contracting Officer, photographs, microphotographs, or other 
authentic reproductions may be maintained instead of original records 
and documents.

                             (End of clause)

    Alternate I (SEP 1996). If the contract is with an agency of the 
U.S. Government or with State, local, or foreign governments or their 
agencies, and if the contracting officer determines that the requirement 
to pay interest on excess partial payments is inappropriate, delete 
subparagraph (m)(2) from the basic clause.

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 39222, July 26, 1996; 
69 FR 17750, Apr. 5, 2004]



52.249-4  Termination for Convenience of the Government (Services) (Short 

Form).

    As prescribed in 49.502(c), insert the following clause in 
solicitations and contracts for services, regardless of value, when a 
fixed-price contract is contemplated and the Contracting Officer 
determines that because of the kind of services required, the successful 
offeror will not incur substantial charges in preparation for and in 
carrying out the contract, and would, if terminated for the convenience 
of the Government, limit termination settlement charges to services 
rendered before the date of termination:

 Termination for Convenience of the Government (Services) (Short Form) 
                               (APR 1984)

    The Contracting Officer, by written notice, may terminate this 
contract, in whole or in part, when it is in the Government's interest. 
If this contract is terminated, the Government shall be liable only for 
payment under the payment provisions of this contract for services 
rendered before the effective date of termination.

                             (End of clause)



52.249-5  Termination for Convenience of the Government (Educational and Other 

Nonprofit Institutions).

    As prescribed in 49.502(d), insert the following clause:

  Termination for Convenience of the Government (Educational and Other 
                   Nonprofit Institutions) (SEP 1996)

    (a) The Government may terminate performance of work under this 
contract in whole or, from time to time, in part if the Contracting 
Officer determines that a termination is in the Government's interest. 
The

[[Page 397]]

Contracting Officer shall terminate by delivering to the Contractor a 
Notice of Termination specifying the extent of termination and the 
effective date.
    (b) After receipt of a Notice of Termination and except as directed 
by the Contracting Officer, the Contractor shall immediately proceed 
with the following obligations:
    (1) Stop work as specified in the notice.
    (2) Place no further subcontracts or orders (referred to as 
subcontracts in this clause), except as necessary to complete the 
continued portion of the contract.
    (3) Terminate all applicable subcontracts and cancel or divert 
applicable commitments covering personal services that extend beyond the 
effective date of termination.
    (4) Assign to the Government, as directed by the Contracting 
Officer, all right, title, and interest of the Contractor under the 
subcontracts terminated, in which case the Government shall have the 
right to settle or pay any termination settlement proposal arising out 
of those terminations.
    (5) With approval or ratification to the extent required by the 
Contracting Officer, settle all outstanding liabilities and termination 
settlement proposals arising from the termination of subcontracts; 
approval or ratification will be final for purposes of this clause.
    (6) Transfer title (if not already transferred) and, as directed by 
the Contracting Officer, deliver to the Government any information and 
items that, if the contract had been completed, would have been required 
to be furnished, including (i) materials or equipment produced, in 
process, or acquired for the work terminated and (ii) completed or 
partially completed plans, drawings, and information.
    (7) Complete performance of the work not terminated.
    (8) Take any action that may be necessary, or that the Contracting 
Officer may direct, for the protection and preservation of the property 
related to this contract that is in the possession of the Contractor and 
in which the Government has or may acquire an interest.
    (9) Use its best efforts to sell, as directed or authorized by the 
Contracting Officer, termination inventory other than that retained by 
the Government under subparagraph (b)(6) of this clause; provided, 
however, that the Contractor (i) is not required to extend credit to any 
purchaser and (ii) may acquire the property under the conditions 
prescribed by, and at prices approved by, the Contracting Officer. The 
proceeds of any transfer or disposition will be applied to reduce any 
payments to be made by the Government under this contract, credited to 
the price or cost of the work, or paid in any other manner directed by 
the Contracting Officer.
    (c) The Contractor shall submit complete termination inventory 
schedules no later than 120 days from the effective date of termination, 
unless extended in writing by the Contracting Officer upon written 
request of the Contractor within this 120-day period.
    (d) After termination, the Contractor shall submit a final 
termination settlement proposal to the Contracting Officer in the form 
and with the certification prescribed by the Contracting Officer. The 
Contractor shall submit the proposal promptly but no later than 1 year 
from the effective date of termination unless extended in writing by the 
Contracting Officer upon written request of the Contractor within this 
1-year period. If the Contractor fails to submit the termination 
settlement proposal within the time allowed, the Contracting Officer may 
determine, on the basis of information available, the amount, if any, 
due the Contractor because of the termination and shall pay the amount 
determined.
    (e) Subject to paragraph (d) of this clause, the Contractor and the 
Contracting Officer may agree upon the whole or any part of the amount 
to be paid because of the termination. This amount may include 
reasonable cancellation charges incurred by the Contractor and any 
reasonable loss on outstanding commitments for personal services that 
the Contractor is unable to cancel; provided, that the Contractor 
exercised reasonable diligence in diverting such commitments to other 
operations. The contract shall be amended and the Contractor paid the 
agreed amount.
    (f) The cost principles and procedures in subpart 31.3 of the 
Federal Acquisition Regulation (FAR), in effect on the date of the 
contract, shall govern all costs claimed, agreed to, or determined under 
this clause; however, if the Contractor is not an educational 
institution, and is a nonprofit organization under Office of Management 
and Budget (OMB) Circular A-122, Cost Principles for Nonprofit 
Organizations, July 8, 1980, those cost principles shall apply; 
provided, that if the Contractor is a nonprofit institution listed in 
Attachment C of OMB Circular A-122, the cost principles at FAR 31.2 for 
commercial organizations shall apply to such contractor.
    (g) The Government may, under the terms and conditions it 
prescribes, make partial payments against costs incurred by the 
Contractor for the terminated portion of this contract, if the 
Contracting Officer believes the total of these payments will not exceed 
the amount to which the Contractor will be entitled.
    (h) The Contractor has the right of appeal as provided under the 
Disputes clause, except that if the Contractor failed to submit the 
termination settlement proposal within the time provided in paragraph 
(d) of this clause

[[Page 398]]

and failed to request a time extension, there is no right of appeal.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 61 FR 39223, July 26, 1996]



52.249-6  Termination (Cost-Reimbursement).

    As prescribed in 49.503(a)(1), insert the following clause:

               Termination (Cost-Reimbursement) (MAY 2004)

    (a) The Government may terminate performance of work under this 
contract in whole or, from time to time, in part, if--
    (1) The Contracting Officer determines that a termination is in the 
Government's interest; or
    (2) The Contractor defaults in performing this contract and fails to 
cure the default within 10 days (unless extended by the Contracting 
Officer) after receiving a notice specifying the default. Default 
includes failure to make progress in the work so as to endanger 
performance.
    (b) The Contracting Officer shall terminate by delivering to the 
Contractor a Notice of Termination specifying whether termination is for 
default of the Contractor or for convenience of the Government, the 
extent of termination, and the effective date. If, after termination for 
default, it is determined that the Contractor was not in default or that 
the Contractor's failure to perform or to make progress in performance 
is due to causes beyond the control and without the fault or negligence 
of the Contractor as set forth in the Excusable Delays clause, the 
rights and obligations of the parties will be the same as if the 
termination was for the convenience of the Government.
    (c) After receipt of a Notice of Termination, and except as directed 
by the Contracting Officer, the Contractor shall immediately proceed 
with the following obligations, regardless of any delay in determining 
or adjusting any amounts due under this clause:
    (1) Stop work as specified in the notice.
    (2) Place no further subcontracts or orders (referred to as 
subcontracts in this clause), except as necessary to complete the 
continued portion of the contract.
    (3) Terminate all subcontracts to the extent they relate to the work 
terminated.
    (4) Assign to the Government, as directed by the Contracting 
Officer, all right, title, and interest of the Contractor under the 
subcontracts terminated, in which case the Government shall have the 
right to settle or to pay any termination settlement proposal arising 
out of those terminations.
    (5) With approval or ratification to the extent required by the 
Contracting Officer, settle all outstanding liabilities and termination 
settlement proposals arising from the termination of subcontracts, the 
cost of which would be reimbursable in whole or in part, under this 
contract; approval or ratification will be final for purposes of this 
clause.
    (6) Transfer title (if not already transferred) and, as directed by 
the Contracting Officer, deliver to the Government (i) the fabricated or 
unfabricated parts, work in process, completed work, supplies, and other 
material produced or acquired for the work terminated, (ii) the 
completed or partially completed plans, drawings, information, and other 
property that, if the contract had been completed, would be required to 
be furnished to the Government, and (iii) the jigs, dies, fixtures, and 
other special tools and tooling acquired or manufactured for this 
contract, the cost of which the Contractor has been or will be 
reimbursed under this contract.
    (7) Complete performance of the work not terminated.
    (8) Take any action that may be necessary, or that the Contracting 
Officer may direct, for the protection and preservation of the property 
related to this contract that is in the possession of the Contractor and 
in which the Government has or may acquire an interest.
    (9) Use its best efforts to sell, as directed or authorized by the 
Contracting Officer, any property of the types referred to in 
subparagraph (c)(6) of this clause; provided, however, that the 
Contractor (i) is not required to extend credit to any purchaser and 
(ii) may acquire the property under the conditions prescribed by, and at 
prices approved by, the Contracting Officer. The proceeds of any 
transfer or disposition will be applied to reduce any payments to be 
made by the Government under this contract, credited to the price or 
cost of the work, or paid in any other manner directed by the 
Contracting Officer.
    (d) The Contractor shall submit complete termination inventory 
schedules no later than 120 days from the effective date of termination, 
unless extended in writing by the Contracting Officer upon written 
request of the Contractor within this 120-day period.
    (e) After expiration of the plant clearance period as defined in 
subpart 49.001 of the Federal Acquisition Regulation, the Contractor may 
submit to the Contracting Officer a list, certified as to quantity and 
quality, of termination inventory not previously disposed of, excluding 
items authorized for disposition by the Contracting Officer. The 
Contractor may request the Government to remove those items or enter 
into an agreement for their storage. Within 15 days, the Government will 
accept the items and remove them

[[Page 399]]

or enter into a storage agreement. The Contracting Officer may verify 
the list upon removal of the items, or if stored, within 45 days from 
submission of the list, and shall correct the list, as necessary, before 
final settlement.
    (f) After termination, the Contractor shall submit a final 
termination settlement proposal to the Contracting Officer in the form 
and with the certification prescribed by the Contracting Officer. The 
Contractor shall submit the proposal promptly, but no later than 1 year 
from the effective date of termination, unless extended in writing by 
the Contracting Officer upon written request of the Contractor within 
this 1-year period. However, if the Contracting Officer determines that 
the facts justify it, a termination settlement proposal may be received 
and acted on after 1 year or any extension. If the Contractor fails to 
submit the proposal within the time allowed, the Contracting Officer may 
determine, on the basis of information available, the amount, if any, 
due the Contractor because of the termination and shall pay the amount 
determined.
    (g) Subject to paragraph (f) of this clause, the Contractor and the 
Contracting Officer may agree on the whole or any part of the amount to 
be paid (including an allowance for fee) because of the termination. The 
contract shall be amended, and the Contractor paid the agreed amount.
    (h) If the Contractor and the Contracting Officer fail to agree in 
whole or in part on the amount of costs and/or fee to be paid because of 
the termination of work, the Contracting Officer shall determine, on the 
basis of information available, the amount, if any, due the Contractor, 
and shall pay that amount, which shall include the following:
    (1) All costs reimbursable under this contract, not previously paid, 
for the performance of this contract before the effective date of the 
termination, and those costs that may continue for a reasonable time 
with the approval of or as directed by the Contracting Officer; however, 
the Contractor shall discontinue these costs as rapidly as practicable.
    (2) The cost of settling and paying termination settlement proposals 
under terminated subcontracts that are properly chargeable to the 
terminated portion of the contract if not included in subparagraph 
(h)(1) of this clause.
    (3) The reasonable costs of settlement of the work terminated, 
including--
    (i) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (ii) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (iii) Storage, transportation, and other costs incurred, reasonably 
necessary for the preservation, protection, or disposition of the 
termination inventory. If the termination is for default, no amounts for 
the preparation of the Contractor's termination settlement proposal may 
be included.
    (4) A portion of the fee payable under the contract, determined as 
follows:
    (i) If the contract is terminated for the convenience of the 
Government, the settlement shall include a percentage of the fee equal 
to the percentage of completion of work contemplated under the contract, 
but excluding subcontract effort included in subcontractors' termination 
proposals, less previous payments for fee.
    (ii) If the contract is terminated for default, the total fee 
payable shall be such proportionate part of the fee as the total number 
of articles (or amount of services) delivered to and accepted by the 
Government is to the total number of articles (or amount of services) of 
a like kind required by the contract.
    (5) If the settlement includes only fee, it will be determined under 
subparagraph (h)(4) of this clause.
    (i) The cost principles and procedures in part 31 of the Federal 
Acquisition Regulation, in effect on the date of this contract, shall 
govern all costs claimed, agreed to, or determined under this clause.
    (j) The Contractor shall have the right of appeal, under the 
Disputes clause, from any determination made by the Contracting Officer 
under paragraph (f), (h), or (l) of this clause, except that if the 
Contractor failed to submit the termination settlement proposal within 
the time provided in paragraph (f) and failed to request a time 
extension, there is no right of appeal. If the Contracting Officer has 
made a determination of the amount due under paragraph (f), (h) or (l) 
of this clause, the Government shall pay the Contractor (1) the amount 
determined by the Contracting Officer if there is no right of appeal or 
if no timely appeal has been taken, or (2) the amount finally determined 
on an appeal.
    (k) In arriving at the amount due the Contractor under this clause, 
there shall be deducted--
    (1) All unliquidated advance or other payments to the Contractor, 
under the terminated portion of this contract;
    (2) Any claim which the Government has against the Contractor under 
this contract; and
    (3) The agreed price for, or the proceeds of sale of materials, 
supplies, or other things acquired by the Contractor or sold under this 
clause and not recovered by or credited to the Government.
    (l) The Contractor and Contracting Officer must agree to any 
equitable adjustment in fee for the continued portion of the contract 
when there is a partial termination. The

[[Page 400]]

Contracting Officer shall amend the contract to reflect the agreement.
    (m)(1) The Government may, under the terms and conditions it 
prescribes, make partial payments and payments against costs incurred by 
the Contractor for the terminated portion of the contract, if the 
Contracting Officer believes the total of these payments will not exceed 
the amount to which the Contractor will be entitled.
    (2) If the total payments exceed the amount finally determined to be 
due, the Contractor shall repay the excess to the Government upon 
demand, together with interest computed at the rate established by the 
Secretary of the Treasury under 50 U.S.C. App. 1215(b)(2). Interest 
shall be computed for the period from the date the excess payment is 
received by the Contractor to the date the excess is repaid. Interest 
shall not be charged on any excess payment due to a reduction in the 
Contractor's termination settlement proposal because of retention or 
other disposition of termination inventory until 10 days after the date 
of the retention or disposition, or a later date determined by the 
Contracting Officer because of the circumstances.
    (n) The provisions of this clause relating to fee are inapplicable 
if this contract does not include a fee.

                             (End of clause)

    Alternate I (SEP 1996). If the contract is for construction, 
substitute the following subparagraph (h)(4) for subparagraph (h)(4) of 
the basic clause:

    (4) A portion of the fee payable under the contract determined as 
follows:
    (i) If the contract is terminated for the convenience of the 
Government, the settlement shall include a percentage of the fee equal 
to the percentage of completion of work contemplated under the contract, 
but excluding subcontract effort included in subcontractors' termination 
settlement proposals, less previous payments for fee.
    (ii) If the contract is terminated for default, the total fee 
payable shall be such proportionate part of the fee as the actual work 
in place is to the total work in place required by the contract.

    Alternate II (SEP 1996). If the contract is with an agency of the 
U.S. Government or with State, local, or foreign governments or their 
agencies, and if the contracting officer determines that the requirement 
to pay interest on excess partial payments is inappropriate, delete 
subparagraph (m)(2) from the basic clause.
    Alternate III (SEP 1996). If the contract is for construction with 
an agency of the U.S. Government or with State, local, or foreign 
governments or their agencies, the following subparagraph (h)(4) shall 
be substituted for subparagraph (h)(4) of the basic clause. Subparagraph 
(m)(2) may be deleted from the basic clause if the contracting officer 
determines that the requirement to pay interest on excess partial 
payments is inappropriate.

    (4) A portion of the fee payable under the contract determined as 
follows:
    (i) If the contract is terminated for the convenience of the 
Government, the settlement shall include a percentage of the fee equal 
to the percentage of completion of work contemplated under the contract, 
but excluding subcontract effort included in subcontractors' termination 
settlement proposals, less previous payments for fee.
    (ii) If the contract is terminated for default, the total fee 
payable shall be such proportionate part of the fee as the actual work 
in place is to the total work in place required by the contract.

    Alternate IV (SEP 1996). If the contract is a time-and-material or 
labor-hour contract, substitute the following paragraphs (h) and (l) for 
paragraphs (h) and (l) of the basic clause:

    (h) If the Contractor and the Contracting Officer fail to agree in 
whole or in part on the amount to be paid because of the termination of 
work, the Contracting Officer shall determine, on the basis of 
information available, the amount, if any, due the Contractor and shall 
pay the amount determined as follows:
    (1) If the termination is for the convenience of the Government, 
include--
    (i) An amount for direct labor hours (as defined in the Schedule of 
the contract) determined by multiplying the number of direct labor hours 
expended before the effective date of termination by the hourly rate(s) 
in the Schedule, less any hourly rate payments already made to the 
contractor;
    (ii) An amount (computed under the provisions for payment of 
materials) for material expenses incurred before the effective date of 
termination, not previously paid to the Contractor;
    (iii) An amount for labor and material expenses computed as if the 
expenses were incurred before the effective date of termination if they 
are reasonably incurred after the effective date, with the approval of 
or as directed by the Contracting Officer; however, the Contractor shall 
discontinue these expenses as rapidly as practicable;
    (iv) If not included in subdivision (h)(1)(i), (ii), or (iii) above, 
the cost of settling and paying termination settlement proposals

[[Page 401]]

under terminated subcontracts that are properly chargeable to the 
terminated portion of the contract; and
    (v) The reasonable costs of settlement of the work terminated, 
including--
    (A) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (B) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (C) Storage, transportation, and other costs incurred, reasonably 
necessary for the protection or disposition of the termination 
inventory.
    (2) If the termination is for default of the Contractor, include the 
amounts computed under subparagraph (h)(1) above but omit--
    (i) Any amount for preparation of the Contractor's termination 
settlement proposal; and
    (ii) The portion of the hourly rate allocable to profit for any 
direct labor hours expended in furnishing materials and services not 
delivered to and accepted by the Government.
    (l) If the termination is partial, the Contractor may file with the 
Contracting Officer a proposal for an equitable adjustment of the 
price(s) for the continued portion of the contract. The Contracting 
Officer shall make any equitable adjustment agreed upon. Any proposal by 
the Contractor for an equitable adjustment under this clause shall be 
requested within 90 days from the effective date of termination, unless 
extended in writing by the Contracting Officer.

    Alternate V (SEP 1996). If the contract is a time-and-material or 
labor-hour contract with an agency of the U.S. Government or with State, 
local or foreign governments or their agencies, substitute the following 
paragraphs (h) and (l) for paragraphs (h) and (l) of the basic clause. 
Subparagraph (m)(2) may be deleted from the basic clause if the 
contracting officer determines that the requirement to pay interest on 
excess partial payments is inappropriate.

    (h) If the Contractor and the Contracting Officer fail to agree in 
whole or in part on the amount to be paid because of the termination of 
work, the Contracting Officer shall determine, on the basis of 
information available, the amount, if any, due the Contractor and shall 
pay the amount determined as follows:
    (1) If the termination is for the convenience of the Government, 
include--
    (i) An amount for direct labor hours (as defined in the Schedule of 
the contract) determined by multiplying the number of direct labor hours 
expended before the effective date of termination by the hourly rate(s) 
in the Schedule, less any hourly rate payments already made to the 
Contractor;
    (ii) An amount (computed under the provisions for payment of 
materials) for material expenses incurred before the effective date of 
termination, not previously paid to the Contractor;
    (iii) An amount for labor and material expenses computed as if the 
expenses were incurred before the effective date of termination, if they 
are reasonably incurred after the effective date with the approval of or 
as directed by the Contracting Officer; however, the Contractor shall 
discontinue these expenses as rapidly as practicable;
    (iv) If not included in subdivision (h)(1)(i), (ii), or (iii) above, 
the cost of settling and paying termination settlement proposals under 
terminated subcontracts that are properly chargeable to the terminated 
portion of the contract; and
    (v) The reasonable costs of settlement of the work terminated, 
including--
    (A) Accounting, legal, clerical, and other expenses reasonably 
necessary for the preparation of termination settlement proposals and 
supporting data;
    (B) The termination and settlement of subcontracts (excluding the 
amounts of such settlements); and
    (C) Storage, transportation, and other costs incurred, reasonably 
necessary for the protection or disposition of the termination 
inventory.
    (2) If the termination is for default of the Contractor, include the 
amounts computed under subparagraph (h)(1) of this clause but omit--
    (i) Any amount for preparation of the Contractor's termination 
settlement proposal; and
    (ii) The portion of the hourly rate allocable to profit for any 
direct labor hours expended in furnishing materials and services not 
delivered to and accepted by the Government.
    (l) If the termination is partial, the Contractor may file with the 
Contracting Officer a proposal for an equitable adjustment of the 
price(s) for the continued portion of the contract. The Contracting 
Officer shall make any equitable adjustment agreed upon. Any proposal by 
the Contractor for an equitable adjustment under this clause shall be 
requested within 90 days from the effective date of termination, unless 
extended in writing by the Contracting Officer.

[48 FR 42478, Sept. 19, 1983, as amended at 51 FR 19717, May 30, 1986; 
61 FR 39223, July 26, 1996; 69 FR 17750, Apr. 5, 2004]



52.249-7  Termination (Fixed-Price Architect-Engineer).

    As prescribed in 49.503(b), insert the following clause in 
solicitations and

[[Page 402]]

contracts for architect-engineer services when a fixed-price contract is 
contemplated:

         Termination (Fixed-Price Architect-Engineer) (APR 1984)

    (a) The Government may terminate this contract in whole or, from 
time to time, in part, for the Government's convenience or because of 
the failure of the Contractor to fulfill the contract obligations. The 
Contracting Officer shall terminate by delivering to the Contractor a 
Notice of Termination specifying the nature, extent, and effective date 
of the termination. Upon receipt of the notice, the Contractor shall (1) 
immediately discontinue all services affected (unless the notice directs 
otherwise), and (2) deliver to the Contracting Officer all data, 
drawings, specifications, reports, estimates, summaries, and other 
information and materials accumulated in performing this contract, 
whether completed or in process.
    (b) If the termination is for the convenience of the Government, the 
Contracting Officer shall make an equitable adjustment in the contract 
price but shall allow no anticipated profit on unperformed services.
    (c) If the termination is for failure of the Contractor to fulfill 
the contract obligations, the Government may complete the work by 
contract or otherwise and the Contractor shall be liable for any 
additional cost incurred by the Government.
    (d) If, after termination for failure to fulfill contract 
obligations, it is determined that the Contractor had not failed, the 
rights and obligations of the parties shall be the same as if the 
termination had been issued for the convenience of the Government.
    (e) The rights and remedies of the Government provided in this 
clause are in addition to any other rights and remedies provided by law 
or under this contract.

                             (End of clause)



52.249-8  Default (Fixed-Price Supply and Service).

    As prescribed in 49.504(a)(1), insert the following clause:

           Default (Fixed-Price Supply and Service) (APR 1984)

    (a)(1) The Government may, subject to paragraphs (c) and (d) below, 
by written notice of default to the Contractor, terminate this contract 
in whole or in part if the Contractor fails to--
    (i) Deliver the supplies or to perform the services within the time 
specified in this contract or any extension;
    (ii) Make progress, so as to endanger performance of this contract 
(but see subparagraph (a)(2) below); or
    (iii) Perform any of the other provisions of this contract (but see 
subparagraph (a)(2) below).
    (2) The Government's right to terminate this contract under 
subdivisions (1)(ii) and (1)(iii) above, may be exercised if the 
Contractor does not cure such failure within 10 days (or more if 
authorized in writing by the Contracting Officer) after receipt of the 
notice from the Contracting Officer specifying the failure.
    (b) If the Government terminates this contract in whole or in part, 
it may acquire, under the terms and in the manner the Contracting 
Officer considers appropriate, supplies or services similar to those 
terminated, and the Contractor will be liable to the Government for any 
excess costs for those supplies or services. However, the Contractor 
shall continue the work not terminated.
    (c) Except for defaults of subcontractors at any tier, the 
Contractor shall not be liable for any excess costs if the failure to 
perform the contract arises from causes beyond the control and without 
the fault or negligence of the Contractor. Examples of such causes 
include (1) acts of God or of the public enemy, (2) acts of the 
Government in either its sovereign or contractual capacity, (3) fires, 
(4) floods, (5) epidemics, (6) quarantine restrictions (7) strikes, (8) 
freight embargoes, and (9) unusually severe weather. In each instance 
the failure to perform must be beyond the control and without the fault 
or negligence of the Contractor.
    (d) If the failure to perform is caused by the default of a 
subcontractor at any tier, and if the cause of the default is beyond the 
control of both the Contractor and subcontractor, and without the fault 
or negligence of either, the Contractor shall not be liable for any 
excess costs for failure to perform, unless the subcontracted supplies 
or services were obtainable from other sources in sufficient time for 
the Contractor to meet the required delivery schedule.
    (e) If this contract is terminated for default, the Government may 
require the Contractor to transfer title and deliver to the Government, 
as directed by the Contracting Officer, any (1) completed supplies, and 
(2) partially completed supplies and materials, parts, tools, dies, 
jigs, fixtures, plans, drawings, information, and contract rights 
(collectively referred to as manufacturing materials in this clause) 
that the Contractor has specifically produced or acquired for the 
terminated portion of this contract. Upon direction of the Contracting 
Officer, the Contractor shall also protect and preserve property in its 
possession in which the Government has an interest.
    (f) The Government shall pay contract price for completed supplies 
delivered and

[[Page 403]]

accepted. The Contractor and Contracting Officer shall agree on the 
amount of payment for manufacturing materials delivered and accepted and 
for the protection and preservation of the property. Failure to agree 
will be a dispute under the Disputes clause. The Government may withhold 
from these amounts any sum the Contracting Officer determines to be 
necessary to protect the Government against loss because of outstanding 
liens or claims of former lien holders.
    (g) If, after termination, it is determined that the Contractor was 
not in default, or that the default was excusable, the rights and 
obligations of the parties shall be the same as if the termination had 
been issued for the convenience of the Government.
    (h) The rights and remedies of the Government in this clause are in 
addition to any other rights and remedies provided by law or under this 
contract.

                             (End of clause)

    Alternate I (APR 1984). If the contract is for transportation or 
transportation-related services, delete paragraph (f) of the basic 
clause, redesignate the remaining paragraphs accordingly, and substitute 
the following paragraphs (a) and (e) for paragraphs (a) and (e) of the 
basic clause:

    (a)(1) The Government may, subject to paragraphs (c) and (d) below, 
by written notice of default to the Contractor, terminate this contract 
in whole or in part if the Contractor fails to--
    (i) Pick up the commodities or to perform the services, including 
delivery services, within the time specified in this contract or any 
extension;
    (ii) Make progress, so as to endanger performance of this contract 
(but see subparagraph (a)(2) below); or
    (iii) Perform any of the other provisions of this contract (but see 
subparagraph (a)(2) below).
    (2) The Government's right to terminate this contract under 
subdivisions (1)(ii) and (1)(iii) above, may be exercised if the 
Contractor does not cure such failure within 10 days (or more if 
authorized in writing by the Contracting Officer) after receipt of the 
notice from the Contracting Officer specifying the failure.
    (e) If this contract is terminated while the Contractor has 
possession of Government goods, the Contractor shall, upon direction of 
the Contracting Officer, protect and preserve the goods until 
surrendered to the Government or its agent. The Contractor and 
Contracting Officer shall agree on payment for the preservation and 
protection of goods. Failure to agree on an amount will be a dispute 
under the Disputes clause.

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995]



52.249-9  Default (Fixed-Price Research and Development).

    As prescribed in 49.504(b), insert the following clause:

        Default (Fixed-Price Research and Development) (APR 1984)

    (a)(1) The Government may, subject to paragraphs (c) and (d) below, 
by written Notice of Default to the Contractor, terminate this contract 
in whole or in part if the Contractor fails to--
    (i) Perform the work under the contract within the time specified in 
this contract or any extension;
    (ii) Prosecute the work so as to endanger performance of this 
contract (but see subparagraph (a)(2) below); or
    (iii) Perform any of the other provisions of this contract (but see 
subparagraph (a)(2) below).
    (2) The Government's right to terminate this contract under 
subdivisions (1)(ii) and (1)(iii) of this paragraph may be exercised if 
the Contractor does not cure such failure within 10 days (or more, if 
authorized in writing by the Contracting Officer) after receipt of the 
notice from the Contracting Officer specifying the failure.
    (b) If the Government terminates this contract in whole or in part, 
it may acquire, under the terms and in the manner the Contracting 
Officer considers appropriate, work similar to the work terminated, and 
the Contractor will be liable to the Government for any excess costs for 
the similar work. However, the Contractor shall continue the work not 
terminated.
    (c) Except for defaults of subcontractors at any tier, the 
Contractor shall not be liable for any excess costs if the failure to 
perform the contract arises from causes beyond the control and without 
the fault or negligence of the Contractor. Examples of such causes 
include (1) acts of God or of the public enemy, (2) acts of the 
Government in either its sovereign or contractual capacity, (3) fires, 
(4) floods, (5) epidemics, (6) quarantine restrictions, (7) strikes, (8) 
freight embargoes, and (9) unusually severe weather. In each instance 
the failure to perform must be beyond the control and without the fault 
or negligence of the Contractor.
    (d) If the failure to perform is caused by the default of a 
subcontractor at any tier, and if the cause of the default is beyond the 
control of both the Contractor and subcontractor, and without the fault 
or negligence of either, the Contractor shall not be liable for any 
excess costs for failure to perform,

[[Page 404]]

unless the subcontracted supplies or services were obtainable from other 
sources in sufficient time for the Contractor to meet the required 
delivery schedule or other performance requirements.
    (e) If this contract is terminated for default, the Government may 
require the Contractor to transfer title and deliver to the Government, 
as directed by the Contracting Officer, any (1) completed or partially 
completed work not previously delivered to, and accepted by, the 
Government and (2) other property, including contract rights, 
specifically produced or acquired for the terminated portion of this 
contract. Upon direction of the Contracting Officer, the Contractor 
shall also protect and preserve property in its possession in which the 
Government has an interest.
    (f) The Government shall pay the contract price, if separately 
stated, for completed work it has accepted and the amount agreed upon by 
the Contractor and the Contracting Officer for (1) completed work for 
which no separate price is stated, (2) partially completed work, (3) 
other property described above that it accepts, and (4) the protection 
and preservation of the property. Failure to agree will be a dispute 
under the Disputes clause. The Government may withhold from these 
amounts any sum the Contracting Officer determines to be necessary to 
protect the Government against loss from outstanding liens or claims of 
former lien holders.
    (g) If, after termination, it is determined that the Contractor was 
not in default, or that the default was excusable, the rights and 
obligations of the parties shall be the same as if the termination had 
been issued for the convenience of the Government.
    (h) The rights and remedies of the Government in this clause are in 
addition to any other rights and remedies provided by law or under this 
contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995]



52.249-10  Default (Fixed-Price Construction).

    As prescribed in 49.504(c)(1), insert the following clause:

              Default (Fixed-Price Construction) (APR 1984)

    (a) If the Contractor refuses or fails to prosecute the work or any 
separable part, with the diligence that will insure its completion 
within the time specified in this contract including any extension, or 
fails to complete the work within this time, the Government may, by 
written notice to the Contractor, terminate the right to proceed with 
the work (or the separable part of the work) that has been delayed. In 
this event, the Government may take over the work and complete it by 
contract or otherwise, and may take possession of and use any materials, 
appliances, and plant on the work site necessary for completing the 
work. The Contractor and its sureties shall be liable for any damage to 
the Government resulting from the Contractor's refusal or failure to 
complete the work within the specified time, whether or not the 
Contractor's right to proceed with the work is terminated. This 
liability includes any increased costs incurred by the Government in 
completing the work.
    (b) The Contractor's right to proceed shall not be terminated nor 
the Contractor charged with damages under this clause, if--
    (1) The delay in completing the work arises from unforeseeable 
causes beyond the control and without the fault or negligence of the 
Contractor. Examples of such causes include (i) acts of God or of the 
public enemy, (ii) acts of the Government in either its sovereign or 
contractual capacity, (iii) acts of another Contractor in the 
performance of a contract with the Government, (iv) fires, (v) floods, 
(vi) epidemics, (vii) quarantine restrictions, (viii) strikes, (ix) 
freight embargoes, (x) unusually severe weather, or (xi) delays of 
subcontractors or suppliers at any tier arising from unforeseeable 
causes beyond the control and without the fault or negligence of both 
the Contractor and the subcontractors or suppliers; and
    (2) The Contractor, within 10 days from the beginning of any delay 
(unless extended by the Contracting Officer), notifies the Contracting 
Officer in writing of the causes of delay. The Contracting Officer shall 
ascertain the facts and the extent of delay. If, in the judgment of the 
Contracting Officer, the findings of fact warrant such action, the time 
for completing the work shall be extended. The findings of the 
Contracting Officer shall be final and conclusive on the parties, but 
subject to appeal under the Disputes clause.
    (c) If, after termination of the Contractor's right to proceed, it 
is determined that the Contractor was not in default, or that the delay 
was excusable, the rights and obligations of the parties will be the 
same as if the termination had been issued for the convenience of the 
Government.
    (d) The rights and remedies of the Government in this clause are in 
addition to any other rights and remedies provided by law or under this 
contract.

                             (End of clause)

    Alternate I (APR 1984). If the contract is for dismantling, 
demolition, or removal of improvements, substitute the following 
paragraph (a) for paragraph (a) of the basic clause:


[[Page 405]]


    (a)(1) If the Contractor refuses or fails to prosecute the work, or 
any separable part, with the diligence that will insure its completion 
within the time specified in this contract, including any extension, or 
fails to complete the work within this time, the Government may, by 
written notice to the Contractor, terminate the right to proceed with 
the work or the part of the work that has been delayed. In this event, 
the Government may take over the work and complete it by contract or 
otherwise, and may take possession of and use any materials, appliances, 
and plant on the work site necessary for completing the work.
    (2) If title to property is vested in the Contractor under this 
contract, it shall revest in the Government regardless of any other 
clause of this contract, except for property that the Contractor has 
disposed of by bona fide sale or removed from the site.
    (3) The Contractor and its sureties shall be liable for any damage 
to the Government resulting from the Contractor's refusal or failure to 
complete the work within the specified time, whether or not the 
Contractor's right to proceed with the work is terminated. This 
liability includes any increased costs incurred by the Government in 
completing the work.

    Alternate II (APR 1984). If the contract is to be awarded during a 
period of national emergency, subparagraph (b)(1) below may be 
substituted for subparagraph (b)(1) of the basic clause:

    (1) The delay in completing the work arises from causes other than 
normal weather beyond the control and without the fault or negligence of 
the Contractor. Examples of such causes include (i) acts of God or of 
the public enemy, (ii) acts of the Government in either its sovereign or 
contractual capacity, (iii) acts of another Contractor in the 
performance of a contract with the Government, (iv) fires, (v) floods, 
(vi) epidemics, (vii) quarantine restrictions, (viii) strikes, (ix) 
freight embargoes, (x) unusually severe weather, or (xi) delays of 
subcontractors or suppliers at any tier arising from causes other than 
normal weather beyond the control and without the fault or negligence of 
both the Contractor and the subcontractors or suppliers; and

    Alternate III (APR 1984). If the contract is for dismantling, 
demolition, or removal of improvements and is to be awarded during a 
period of national emergency, substitute the following paragraph (a) for 
paragraph (a) of the basic clause. The following subparagraph (b)(1) may 
be substituted for subparagraph (b)(1) of the basic clause:

    (a)(1) If the Contractor refuses or fails to prosecute the work, or 
any separable part, with the diligence that will insure its completion 
within the time specified in this contract, including any extension, or 
fails to complete the work within this time, the Government may, by 
written notice to the Contractor, terminate the right to proceed with 
the work or the part of the work that has been delayed. In this event, 
the Government may take over the work and complete it by contract or 
otherwise, and may take possession of and use any materials, appliances, 
and plant on the work site necessary for completing the work.
    (2) If title to property is vested in the Contractor under this 
contract, it shall revest in the Government regardless of any other 
clause of this contract, except for property that the Contractor has 
disposed of by bona fide sale or removed from the site.
    (3) The Contractor and its sureties shall be liable for any damage 
to the Government resulting from the Contractor's refusal or failure to 
complete the work within the specified time, whether or not the 
Contractor's right to proceed with the work is terminated. This 
liability includes any increased costs incurred by the Government in 
completing the work.
    (b) The Contractor's right to proceed shall not be terminated nor 
the Contractor charged with damages under this this clause, if--
    (1) The delay in completing the work arises from causes other than 
normal weather beyond the control and without the fault or negligence of 
the Contractor. Examples of such causes include (i) acts of God or of 
the public enemy, (ii) acts of the Government in either its sovereign or 
contractual capacity, (iii) acts of another Contractor in the 
performance of a contract with the Government, (iv) fires, (v) floods, 
(vi) epidemics, (vii) quarantine restrictions, (viii) strikes, (ix) 
freight embargoes, (x) unusually severe weather, or (xi) delays of 
subcontractors or suppliers at any tier arising from causes other than 
normal weather beyond the control and without the fault or negligence of 
both the Contractor and the subcontractors or suppliers; and

[48 FR 42478, Sept. 19, 1983, as amended at 60 FR 34762, July 3, 1995]



52.249-11  [Reserved]



52.249-12  Termination (Personal Services).

    As prescribed in 49.505(a), insert the following clause in 
solicitations and contracts for personal services (see part 37):

[[Page 406]]

               Termination (Personal Services) (APR 1984)

    The Government may terminate this contract at any time upon at least 
15 days' written notice by the Contracting Officer to the Contractor. 
The Contractor, with the written consent of the Contracting Officer, may 
terminate this contract upon at least 15 days' written notice to the 
Contracting Officer.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27394, May 15, 2007]



52.249-13  [Reserved]



52.249-14  Excusable Delays.

    As prescribed in 49.505(b), insert the following clause in 
solicitations and contracts for supplies, services, construction, and 
research and development on a fee basis whenever a cost-reimbursement 
contract is contemplated. Also insert the clause in time-and-material 
contracts, and labor-hour contracts. When used in construction 
contracts, substitute the words ``completion time'' for ``delivery 
schedule'' in the last sentence of the clause.

                       Excusable Delays (APR 1984)

    (a) Except for defaults of subcontractors at any tier, the 
Contractor shall not be in default because of any failure to perform 
this contract under its terms if the failure arises from causes beyond 
the control and without the fault or negligence of the Contractor. 
Examples of these causes are (1) acts of God or of the public enemy, (2) 
acts of the Government in either its sovereign or contractual capacity, 
(3) fires, (4) floods, (5) epidemics, (6) quarantine restrictions, (7) 
strikes, (8) freight embargoes, and (9) unusually severe weather. In 
each instance, the failure to perform must be beyond the control and 
without the fault or negligence of the Contractor. Default includes 
failure to make progress in the work so as to endanger performance.
    (b) If the failure to perform is caused by the failure of a 
subcontractor at any tier to perform or make progress, and if the cause 
of the failure was beyond the control of both the Contractor and 
subcontractor, and without the fault or negligence of either, the 
Contractor shall not be deemed to be in default, unless--
    (1) The subcontracted supplies or services were obtainable from 
other sources;
    (2) The Contracting Officer ordered the Contractor in writing to 
purchase these supplies or services from the other source; and
    (3) The Contractor failed to comply reasonably with this order.
    (c) Upon request of the Contractor, the Contracting Officer shall 
ascertain the facts and extent of the failure. If the Contracting 
Officer determines that any failure to perform results from one or more 
of the causes above, the delivery schedule shall be revised, subject to 
the rights of the Government under the termination clause of this 
contract.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27394, May 15, 2007]



52.250-1  Indemnification Under Public Law 85-804.

    As prescribed in 50.104-4, insert the following clause:

           Indemnification Under Public Law 85-804 (APR 1984)

    (a) Contractor's principal officials, as used in this clause, means 
directors, officers, managers, superintendents, or other representatives 
supervising or directing--
    (1) All or substantially all of the Contractor's business;
    (2) All or substantially all of the Contractor's operations at any 
one plant or separate location in which this contract is being 
performed; or
    (3) A separate and complete major industrial operation in connection 
with the performance of this contract.
    (b) Under Pub. L. 85-804 (50 U.S.C 1431-1435) and Executive Order 
10789, as amended, and regardless of any other provisions of this 
contract, the Government shall, subject to the limitations contained in 
the other paragraphs of this clause, indemnify the Contractor against--
    (1) Claims (including reasonable expenses of litigation or 
settlement) by third persons (including employees of the Contractor) for 
death; personal injury; or loss of, damage to, or loss of use of 
property;
    (2) Loss of, damage to, or loss of use of Contractor property, 
excluding loss of profit; and
    (3) Loss of, damage to, or loss of use of Government property, 
excluding loss of profit.
    (c) This indemnification applies only to the extent that the claim, 
loss, or damage (1) arises out of or results from a risk defined in this 
contract as unusually hazardous or nuclear and (2) is not compensated 
for by insurance or otherwise. Any such claim, loss, or damage, to the 
extent that it is within the deductible amounts of the Contractor's 
insurance, is not covered under this clause. If insurance coverage or 
other financial protection in effect on the date the approving official 
authorizes use of this clause is reduced,

[[Page 407]]

the Government's liability under this clause shall not increase as a 
result.
    (d) When the claim, loss, or damage is caused by willful misconduct 
or lack of good faith on the part of any of the Contractor's principal 
officials, the Contractor shall not be indemnified for--
    (1) Government claims against the Contractor (other than those 
arising through subrogation); or
    (2) Loss or damage affecting the Contractor's property.
    (e) With the Contracting Officer's prior written approval, the 
Contractor may, in any subcontract under this contract, indemnify the 
subcontractor against any risk defined in this contract as unusually 
hazardous or nuclear. This indemnification shall provide, between the 
Contractor and the subcontractor, the same rights and duties, and the 
same provisions for notice, furnishing of evidence or proof, and 
Government settlement or defense of claims as this clause provides. The 
Contracting Officer may also approve indemnification of subcontractors 
at any lower tier, under the same terms and conditions. The Government 
shall indemnify the Contractor against liability to subcontractors 
incurred under subcontract provisions approved by the Contracting 
Officer.
    (f) The rights and obligations of the parties under this clause 
shall survive this contract's termination, expiration, or completion. 
The Government shall make no payment under this clause unless the agency 
head determines that the amount is just and reasonable. The Government 
may pay the Contractor or subcontractors, or may directly pay parties to 
whom the Contractor or subcontractors may be liable.
    (g) The Contractor shall--
    (1) Promptly notify the Contracting Officer of any claim or action 
against, or any loss by, the Contractor or any subcontractors that may 
reasonably be expected to involve indemnification under this clause;
    (2) Immediately furnish to the Government copies of all pertinent 
papers the Contractor receives;
    (3) Furnish evidence or proof of any claim, loss, or damage covered 
by this clause in the manner and form the Government requires; and
    (4) Comply with the Government's directions and execute any 
authorizations required in connection with settlement or defense of 
claims or actions.
    (h) The Government may direct, control, or assist in settling or 
defending any claim or action that may involve indemnification under 
this clause.

                             (End of clause)

    Alternate I (APR 1984). In cost-reimbursement contracts, add the 
following paragraph (i) to the basic clause:

    (i) The cost of insurance (including self-insurance programs) 
covering a risk defined in this contract as unusually hazardous or 
nuclear shall not be reimbursed except to the extent that the 
Contracting Officer has required or approved this insurance. The 
Government's obligations under this clause are--
    (1) Excepted from the release required under this contract's clause 
relating to allowable cost; and
    (2) Not affected by this contract's Limitation of Cost or Limitation 
of Funds clause.

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 63037, Nov. 7, 2007]



52.250-2  SAFETY Act Coverage Not Applicable.

    As prescribed in 50.206(a), insert the following provision:

              Safety Act Coverage Not Applicable (FEB 2009)

    The Government has determined that for purposes of this solicitation 
the product(s) or service(s) being acquired by this action are neither 
presumptively nor actually entitled to a pre-determination that the 
products or services are qualified anti-terrorism technologies as that 
term is defined by the Support Anti-terrorism by Fostering Effective 
Technologies Act of 2002 (SAFETY Act), 6 U.S.C. 441-444. This 
determination does not prevent sellers of technologies from applying for 
SAFETY Act protections in other contexts. Proposals in which either 
acceptance or pricing is made contingent upon SAFETY Act designation as 
a qualified anti-terrorism technology or SAFETY Act certification as an 
approved product for homeland security of the proposed product or 
service will not be considered for award. See Federal Acquisition 
Regulation subpart 50.2.

                           (End of provision)

[72 FR 63037, Nov. 7, 2007, as amended at 74 FR 2738, Jan. 15, 2009]



52.250-3  SAFETY Act Block Designation/Certification.

    As prescribed in 50.206(b)(1), insert the following provision:

          Safety Act Block Designation/Certification (FEB 2009)

    (a) Definitions. As used in this provision--
    Act of terrorism means any act determined to have met the following 
requirements or such other requirements as defined and specified by the 
Secretary of Homeland Security:
    (1) Is unlawful.
    (2) Causes harm, including financial harm, to a person, property, or 
entity, in the United States, or in the case of a domestic

[[Page 408]]

United States air carrier or a United States-flag vessel (or a vessel 
based principally in the United States on which United States income tax 
is paid and whose insurance coverage is subject to regulation in the 
United States), in or outside the United States.
    (3) Uses or attempts to use instrumentalities, weapons or other 
methods designed or intended to cause mass destruction, injury or other 
loss to citizens or institutions of the United States.
    Block certification means SAFETY Act certification of a technology 
class that the Department of Homeland Security (DHS) has determined to 
be an approved class of approved products for homeland security.
    Block designation means SAFETY Act designation of a technology class 
that the DHS has determined to be a Qualified Anti-Terrorism Technology 
(QATT).
    Qualified Anti-Terrorism Technology (QATT) means any technology 
designed, developed, modified, procured, or sold for the purpose of 
preventing, detecting, identifying, or deterring acts of terrorism or 
limiting the harm such acts might otherwise cause, for which a SAFETY 
Act designation has been issued. For purposes of defining a QATT, 
technology means any product, equipment, service (including support 
services), device, or technology (including information technology) or 
any combination of the foregoing. Design services, consulting services, 
engineering services, software development services, software 
integration services, threat assessments, vulnerability studies, and 
other analyses relevant to homeland security may be deemed a technology.
    SAFETY Act certification means a determination by DHS pursuant to 6 
U.S.C. 442(d), as further delineated in 6 CFR 25.9, that a QATT for 
which a SAFETY Act designation has been issued is an approved product 
for homeland security, i.e., it will perform as intended, conforms to 
the seller's specifications, and is safe for use as intended.
    SAFETY Act designation means a determination by DHS pursuant to 6 
U.S.C. 441(b) and 6 U.S.C. 443(a), as further delineated in 6 CFR 25.4, 
that a particular Anti-Terrorism Technology constitutes a QATT under the 
SAFETY Act.
    (b) The Support Anti-terrorism by Fostering Effective Technologies 
Act of 2002 (SAFETY Act), 6 U.S.C. 441-444, creates certain liability 
limitations for claims arising out of, relating to, or resulting from an 
act of terrorism where QATTs have been deployed. It also confers other 
important benefits. SAFETY Act designation and SAFETY Act certification 
are designed to support effective technologies aimed at preventing, 
detecting, identifying, or deterring acts of terrorism, or limiting the 
harm that such acts might otherwise cause, and which also meet other 
prescribed criteria. For some classes of technologies, DHS may issue a 
block designation/certification in order to lessen the burdens for 
filing for SAFETY Act designation or SAFETY Act certifications by not 
requiring applicants to provide certain information otherwise required 
and in order to offer expedited review of any application submitted 
pursuant to a block designation/certification. Block designations/
certifications will be issued only for technologies that rely on 
established performance standards or defined technical characteristics.
    (c)(1) DHS has issued a block designation or block certification for 
the technology to be acquired under this solicitation.
    (2) This block designation or block certification is attached to 
this solicitation and contains essential information, including--
    (i) A detailed description of and specification for the technology 
covered by the block designation or block certification;
    (ii) A listing of those portions of the SAFETY Act application kit 
that must be completed and submitted by applicants;
    (iii) The date of its expiration; and
    (iv) Any other terms and conditions.
    (3) Offerors should read this block designation or block 
certification carefully to make sure they comply with its terms if they 
plan to take advantage of SAFETY Act coverage for their technology(ies).
    (d) All determinations by DHS are based on factors set forth in the 
SAFETY Act and its implementing regulations. A determination by DHS to 
issue a SAFETY Act designation, or not to issue a SAFETY Act designation 
for a particular technology as a QATT is not a determination that the 
technology meets, or fails to meet, the requirements of any solicitation 
issued by any Federal, State, local or tribal governments. 
Determinations by DHS with respect to whether to issue a SAFETY Act 
designation for technologies submitted for DHS review are based on the 
factors identified in 6 CFR 25.4(b).
    (e) Neither SAFETY Act designation nor certification is in any way a 
requirement of this action. Whether to seek the benefits of the SAFETY 
Act for a proposed product or service is entirely up to the offeror. 
Additional information about the SAFETY Act and this block designation/
certification may be found at the SAFETY Act website at http://
www.SAFETYAct.gov or requests may be mailed to: Directorate of Science 
and Technology, SAFETY Act/Room 4320, Department of Homeland Security, 
Washington, DC 20528.
    (f) Proposals in which pricing or any other terms or conditions are 
offered contingent upon SAFETY Act designation or SAFETY Act 
certification of the proposed product(s) or service(s) will not be 
considered for award.

[[Page 409]]

                           (End of provision)

    Alternate I (FEB 2009). As prescribed in 50.206(b)(2), substitute 
the following paragraph (f):

    (f)(1) Offerors are authorized to submit proposals made contingent 
upon SAFETY Act designation (or SAFETY Act certification, if a block 
certification exists) before award. When an offer is made contingent 
upon SAFETY Act designation or certification, the offeror also may 
submit an alternate offer without the contingency.
    (2) If an offer is submitted contingent upon receipt of SAFETY Act 
designation (or SAFETY Act certification, if a block certification 
exists) prior to contract award, then the Government may not award a 
contract based on such offer unless the offeror demonstrates prior to 
award that DHS has issued a SAFETY Act designation (or SAFETY Act 
certification, if a block certification exists) for the offeror's 
technology.
    (3) The Government reserves the right to award the contract based on 
a noncontingent offer, prior to DHS resolution of the offeror's 
application for SAFETY Act designation (or SAFETY Act certification, if 
a block certification exists).

    Alternate II (FEB 2009). As prescribed in 50.206(b)(3), substitute 
the following paragraph (f):

    (f)(1) Offerors are authorized to submit offers presuming that 
SAFETY Act designation (or SAFETY Act certification, if a block 
certification exists) will be obtained before or after award.
    (2) An offeror is eligible for award only if the offeror--
    (i) Files a SAFETY Act designation (or SAFETY Act certification) 
application, limited to the scope of the applicable block designation 
(or block certification), within 15 days after submission of the 
proposal;
    (ii) Pursues its SAFETY Act designation (or SAFETY Act 
certification) application in good faith; and
    (iii) Agrees to obtain the amount of insurance DHS requires for 
issuing the offeror's SAFETY Act designation (or SAFETY Act 
certification).
    (3) If DHS has not issued a SAFETY Act designation (or SAFETY Act 
certification) to the successful offeror before contract award, the 
contracting officer will include the clause at 52.250-5 in the resulting 
contract.

[72 FR 63037, Nov. 7, 2007, as amended at 74 FR 2738, Jan. 15, 2009]



52.250-4  SAFETY Act Pre-qualification Designation Notice.

    As prescribed in 50.206(c)(1), insert the following provision:

       Safety Act Pre-Qualification Designation Notice (FEB 2009)

    (a) Definitions. As used in this provision--
    Act of terrorism means any act determined to have met the following 
requirements or such other requirements as defined and specified by the 
Secretary of Homeland Security:
    (1) Is unlawful.
    (2) Causes harm, including financial harm, to a person, property, or 
entity, in the United States, or in the case of a domestic United States 
air carrier or a United States-flag vessel (or a vessel based 
principally in the United States on which United States income tax is 
paid and whose insurance coverage is subject to regulation in the United 
States), in or outside the United States.
    (3) Uses or attempts to use instrumentalities, weapons or other 
methods designed or intended to cause mass destruction, injury or other 
loss to citizens or institutions of the United States.
    Block certification means SAFETY Act certification of a technology 
class that the Department of Homeland Security (DHS) has determined to 
be an approved class of approved products for homeland security.
    Block designation means SAFETY Act designation of a technology class 
that the DHS has determined to be a Qualified Anti-Terrorism Technology 
(QATT).
    Pre-qualification designation notice means a notice in a procurement 
solicitation or other publication by the Government stating that the 
technology to be procured either affirmatively or presumptively 
satisfies the technical criteria necessary to be deemed a qualified 
anti-terrorism technology. A pre-qualification designation notice 
authorizes offeror(s) to submit streamlined SAFETY Act applications for 
SAFETY Act designation and receive expedited processing of those 
applications.
    Qualified Anti-Terrorism Technology (QATT) means any technology 
designed, developed, modified, procured, or sold for the purpose of 
preventing, detecting, identifying, or deterring acts of terrorism or 
limiting the harm such acts might otherwise cause, for which a SAFETY 
Act designation has been issued. For purposes of defining a QATT, 
technology means any product, equipment, service (including support 
services), device, or technology (including information technology) or 
any combination of the foregoing. Design services, consulting services, 
engineering services, software development services, software 
integration services, threat assessments, vulnerability studies, and 
other analyses relevant to homeland security may be deemed a technology.

[[Page 410]]

    SAFETY Act certification means a determination by DHS pursuant to 6 
U.S.C. 442(d), as further delineated in 6 CFR 25.9, that a QATT for 
which a SAFETY Act designation has been issued is an approved product 
for homeland security, i.e., it will perform as intended, conforms to 
the seller's specifications, and is safe for use as intended.
    SAFETY Act designation means a determination by DHS pursuant to 6 
U.S.C. 441(b) and 6 U.S.C. 443(a), as further delineated in 6 CFR 25.4, 
that a particular Anti-Terrorism Technology constitutes a QATT under the 
SAFETY Act.
    (b) The Support Anti-terrorism by Fostering Effective Technologies 
Act of 2002 (SAFETY Act), 6 U.S.C. 441-444, creates certain liability 
limitations for claims arising out of, relating to, or resulting from an 
act of terrorism where QATTs have been deployed. It also confers other 
important benefits. SAFETY Act designation and SAFETY Act certification 
are designed to support effective technologies aimed at preventing, 
detecting, identifying, or deterring acts of terrorism, or limiting the 
harm that such acts might otherwise cause, and which also meet other 
prescribed criteria.
    (c)(1) DHS has issued a SAFETY Act pre-qualification designation 
notice for the technology to be acquired under this solicitation.
    (2) This notice is attached to this solicitation and contains 
essential information, including--
    (i) A detailed description of and specification for the technology 
covered by the notice;
    (ii) A statement that the technology described and specified in the 
notice satisfies the technical criteria to be deemed a QATT and the 
offeror's proposed technology either may presumptively or will qualify 
for the issuance of a designation provided the offeror complies with 
terms and conditions in the notice and its application is approved;
    (iii) The period of time within which DHS will take action upon 
submission of a SAFETY Act application submitted pursuant to the notice;
    (iv) A listing of those portions of the application that must be 
completed and submitted by selected awardees and the time periods for 
such submissions;
    (v) The date of expiration of the notice; and
    (vi) Any other terms and conditions concerning the notice.
    (3) Offerors should read this notice carefully to make sure they 
comply with the terms of the notice if they plan on taking advantage of 
SAFETY Act coverage for their technologies.
    (d) All determinations by DHS are based on factors set forth in the 
SAFETY Act and its implementing regulations. A determination by DHS to 
issue a SAFETY Act designation, or not to issue a SAFETY Act designation 
for a particular Technology as a QATT is not a determination that the 
Technology meets, or fails to meet, the requirements of any solicitation 
issued by any Federal, State, local or tribal governments. 
Determinations by DHS with respect to whether to issue a SAFETY Act 
designation for Technologies submitted for DHS review are based on the 
factors identified in 6 CFR 25.4(b).
    (e) Neither SAFETY Act designation nor certification is in any way a 
requirement of this action. Whether to seek the benefits of the SAFETY 
Act for a proposed product or service is entirely up to the offeror. 
Additional information about the SAFETY Act may be found at the SAFETY 
Act website at http://www.SAFETYAct.gov.
    (f) Proposals in which pricing or any other terms or conditions are 
offered contingent upon SAFETY Act designation or certification of the 
proposed product(s) or service(s) will not be considered for award.

                           (End of provision)

    Alternate I (FEB 2009). As prescribed in 50.206(c)(2), substitute 
the following paragraph (f):

    (f)(1) Offerors are authorized to submit proposals made contingent 
upon SAFETY Act designation before award. When an offer is made 
contingent upon SAFETY Act designation, the offeror also may submit an 
alternate offer without the contingency.
    (2) If an offer is submitted contingent upon receipt of SAFETY Act 
designation prior to contract award, then the Government may not award a 
contract based on such offer unless the offeror demonstrates prior to 
award that DHS has issued a SAFETY Act designation for the offeror's 
technology.
    (3) The Government reserves the right to award the contract based on 
a noncontingent offer, prior to DHS resolution of the offeror's 
application for SAFETY Act designation.

    Alternate II (FEB 2009). As prescribed in 50.206(c)(3), substitute 
the following paragraph (f):

    (f)(1) Offerors are authorized to submit proposals presuming SAFETY 
Act designation before or after award.
    (2) An offeror is eligible for award only if the offeror--
    (i) Files a SAFETY Act designation application, limited to the scope 
of the applicable prequalification designation notice, within 15 days 
after submission of the proposal;
    (ii) Pursues its SAFETY Act designation application in good faith; 
and
    (iii) Agrees to obtain the amount of insurance DHS requires for 
issuing the offeror's SAFETY Act designation.
    (3) If DHS has not issued a SAFETY Act designation to the successful 
offeror before contract award, the contracting officer will

[[Page 411]]

include the clause at 52.250-5 in the resulting contract.

[72 FR 63037, Nov. 7, 2007, as amended at 74 FR 2739, Jan. 15, 2009]



52.250-5  SAFETY Act--Equitable Adjustment.

    As prescribed in 50.206(d), insert the following clause:

               Safety Act--Equitable Adjustment (FEB 2009)

    (a) Definitions. As used in this clause--
    Act of terrorism means any act determined to have met the following 
requirements or such other requirements as defined and specified by the 
Secretary of Homeland Security:
    (1) Is unlawful.
    (2) Causes harm, including financial harm, to a person, property, or 
entity, in the United States, or in the case of a domestic United States 
air carrier or a United States-flag vessel (or a vessel based 
principally in the United States on which United States income tax is 
paid and whose insurance coverage is subject to regulation in the United 
States), in or outside the United States.
    (3) Uses or attempts to use instrumentalities, weapons or other 
methods designed or intended to cause mass destruction, injury or other 
loss to citizens or institutions of the United States.
    Block certification means SAFETY Act certification of a technology 
class that the Department of Homeland Security (DHS) has determined to 
be an approved class of approved products for homeland security.
    Block designation means SAFETY Act designation of a technology class 
that the DHS has determined to be a Qualified Anti-Terrorism Technology 
(QATT).
    Qualified Anti-Terrorism Technology (QATT) means any technology 
designed, developed, modified, procured, or sold for the purpose of 
preventing, detecting, identifying, or deterring acts of terrorism or 
limiting the harm such acts might otherwise cause, for which a SAFETY 
Act designation has been issued. For purposes of defining a QATT, 
technology means any product, equipment, service (including support 
services), device, or technology (including information technology) or 
any combination of the foregoing. Design services, consulting services, 
engineering services, software development services, software 
integration services, threat assessments, vulnerability studies, and 
other analyses relevant to homeland security may be deemed a technology.
    SAFETY Act certification means a determination by DHS pursuant to 6 
U.S.C. 442(d), as further delineated in 6 CFR 25.9, that a QATT for 
which a SAFETY Act designation has been issued is an approved product 
for homeland security, i.e., it will perform as intended, conforms to 
the seller's specifications, and is safe for use as intended.
    SAFETY Act designation means a determination by DHS pursuant to 6 
U.S.C. 441(b) and 6 U.S.C. 443(a), as further delineated in 6 CFR 25.4, 
that a particular Anti-Terrorism Technology constitutes a QATT under the 
SAFETY Act.
    (b) Prices for the items covered by the pre-qualification 
designation notice, block designation, or block certification in the 
contract were established presuming DHS will issue a SAFETY Act 
designation (or SAFETY Act certification) for those items.
    (c) In order to qualify for an equitable adjustment in accordance 
with paragraph (d) of this clause the Contractor shall in good faith 
pursue obtaining--
    (1) SAFETY Act designation (or SAFETY Act certification); and
    (2) The amount of insurance DHS requires for issuing any SAFETY Act 
designation (or SAFETY Act certification).
    (d)(1) If DHS denies the Contractor's SAFETY Act designation (or 
certification) application, the Contractor may submit a request for an 
equitable adjustment within 30 days of DHS's notification of denial.
    (2) The Contracting Officer shall either--
    (i) Make an equitable adjustment to the contract price based on 
evidence of the resulting increase or decrease in the Contractor's costs 
and/or an equitable adjustment to other terms and conditions based on 
lack of SAFETY Act designation (or certification); or
    (ii) At the sole option of the Government, terminate this contract 
for the convenience of the Government in place of an equitable 
adjustment.
    (3) A failure of the parties to agree on the equitable adjustment 
will be considered to be a dispute in accordance with the ``Disputes'' 
clause of this contract.
    (4) Unless first terminated, the Contractor shall continue contract 
performance during establishment of any equitable adjustment.

                             (End of clause)

[72 FR 63037, Nov. 7, 2007, as amended at 74 FR 2739, Jan. 15, 2009]



52.251-1  Government Supply Sources.

    As prescribed in 51.107, insert the following clause in 
solicitations and contracts when the contracting officer may authorize 
the contractor to acquire supplies or services from a Government supply 
source:

                  Government Supply Sources (APR 1984)

    The Contracting Officer may issue the Contractor an authorization to 
use Government supply sources in the performance of this

[[Page 412]]

contract. Title to all property acquired by the Contractor under such an 
authorization shall vest in the Government unless otherwise specified in 
the contract. Such property shall not be considered to be Government-
furnished property, as distinguished from Government property. The 
provisions of the clause entitled Government Property, except its 
paragraphs (a) and (b), shall apply to all property acquired under such 
authorization.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27394, May 15, 2007]



52.251-2  Interagency Fleet Management System Vehicles and Related Services.

    As prescribed in 51.205, insert the following clause:

 Interagency Fleet Management System Vehicles and Related Services (JAN 
                                  1991)

    The Contracting Officer may issue the Contractor an authorization to 
obtain interagency fleet management system vehicles and related services 
for use in the performance of this contract. The use, service, and 
maintenance of interagency fleet management system vehicles and the use 
of related services by the Contractor shall be in accordance with 41 CFR 
101-39 and 41 CFR 101-38.301-1.

                             (End of clause)

[48 FR 42478, Sept. 19, 1983, as amended at 54 FR 29284, July 11, 1989; 
55 FR 52800, Dec. 21, 1990]



52.252-1  Solicitation Provisions Incorporated by Reference.

    As prescribed in 52.107(a), insert the following provision:

      Solicitation Provisions Incorporated by Reference (FEB 1998)

    This solicitation incorporates one or more solicitation provisions 
by reference, with the same force and effect as if they were given in 
full text. Upon request, the Contracting Officer will make their full 
text available. The offeror is cautioned that the listed provisions may 
include blocks that must be completed by the offeror and submitted with 
its quotation or offer. In lieu of submitting the full text of those 
provisions, the offeror may identify the provision by paragraph 
identifier and provide the appropriate information with its quotation or 
offer. Also, the full text of a solicitation provision may be accessed 
electronically at this/these address(es):

________________________________________________________________________

________________________________________________________________________

[Insert one or more Internet addresses]

                           (End of provision)

[62 FR 64928, Dec. 9, 1997]



52.252-2  Clauses Incorporated by Reference.

    As prescribed in 52.107(b), insert the following clause:

              Clauses Incorporated by Reference (FEB 1998)

    This contract incorporates one or more clauses by reference, with 
the same force and effect as if they were given in full text. Upon 
request, the Contracting Officer will make their full text available. 
Also, the full text of a clause may be accessed electronically at this/
these address(es):

________________________________________________________________________

________________________________________________________________________

[Insert one or more Internet addresses]

                             (End of clause)

[62 FR 64929, Dec. 9, 1997]



52.252-3  Alterations in Solicitation.

    As prescribed in 52.107(c), insert the following provision in 
solicitations in order to revise or supplement, as necessary, other 
parts of the solicitation that apply to the solicitation phase only, 
except for any provision authorized for use with a deviation. Include 
clear identification of what is being altered.

                 Alterations in Solicitation (APR 1984)

    Portions of this solicitation are altered as follows:

                           (End of provision)



52.252-4  Alterations in Contract.

    As prescribed in 52.107(d), insert the following clause in 
solicitations and contracts in order to revise or supplement, as 
necessary, other parts of the contract, or parts of the solicitation 
that apply after contract award, except for any clause authorized for 
use with a deviation. Include clear identification of what is being 
altered.

                   Alterations in Contract (APR 1984)

    Portions of this contract are altered as follows:

[[Page 413]]

                             (End of clause)



52.252-5  Authorized Deviations in Provisions.

    As prescribed in 52.107(e), insert the following provision in 
solicitations that include any FAR or supplemental provision with an 
authorized deviation. Whenever any FAR or supplemental provision is used 
with an authorized deviation, the contracting officer shall identify it 
by the same number, title, and date assigned to the provision when it is 
used without deviation, include regulation name for any supplemental 
provision, except that the contracting officer shall insert $(DEVIATION) 
after the date of the provision.

             Authorized Deviations in Provisions (APR 1984)

    (a) The use in this solicitation of any Federal Acquisition 
Regulation (48 CFR chapter 1) provision with an authorized deviation is 
indicated by the addition of $(DEVIATION) after the date of the 
provision.
    (b) The use in this solicitation of any ---- [insert regulation 
name] (48 CFR chapter --) provision with an authorized deviation is 
indicated by the addition of $(DEVIATION) after the name of the 
regulation.

                           (End of provision)



52.252-6  Authorized Deviations in Clauses.

    As prescribed in 52.107(f), insert the following clause in 
solicitations and contracts that include any FAR or supplemental clause 
with an authorized deviation. Whenever any FAR or supplemental clause is 
used with an authorized deviation, the contracting officer shall 
identify it by the same number, title, and date assigned to the clause 
when it is used without deviation, include regulation name for any 
supplemental clause, except that the contracting officer shall insert 
$(DEVIATION) after the date of the clause.

               Authorized Deviations in Clauses (APR 1984)

    (a) The use in this solicitation or contract of any Federal 
Acquisition Regulation (48 CFR Chapter 1) clause with an authorized 
deviation is indicated by the addition of $(DEVIATION) after the date of 
the clause.
    (b) The use in this solicitation or contract of any ---- [insert 
regulation name] (48 CFR --) clause with an authorized deviation is 
indicated by the addition of $(DEVIATION) after the name of the 
regulation.

                             (End of clause)



52.253-1  Computer Generated Forms.

    As prescribed in FAR 53.111, insert the following clause:

                   Computer Generated Forms (JAN 1991)

    (a) Any data required to be submitted on a Standard or Optional Form 
prescribed by the Federal Acquisition Regulation (FAR) may be submitted 
on a computer generated version of the form, provided there is no change 
to the name, content, or sequence of the data elements on the form, and 
provided the form carries the Standard or Optional Form number and 
edition date.
    (b) Unless prohibited by agency regulations, any data required to be 
submitted on an agency unique form prescribed by an agency supplement to 
the FAR may be submitted on a computer generated version of the form 
provided there is no change to the name, content, or sequence of the 
data elements on the form and provided the form carries the agency form 
number and edition date.
    (c) If the Contractor submits a computer generated version of a form 
that is different than the required form, then the rights and 
obligations of the parties will be determined based on the content of 
the required form.

                             (End of clause)

[55 FR 52800, Dec. 21, 1990]



                Subpart 52.3_Provision and Clause Matrix



52.300  Scope of subpart.

    The matrix in this subpart contains a column for each principal type 
and/or purpose of contract (see 52.101(e)).

[55 FR 3890, Feb. 5, 1990]



52.301  Solicitation provisions and contract clauses (Matrix).

    Note: The FAR matrix is not carried in the CFR. It is available in 
the loose-leaf edition.

[48 FR 42478, Sept. 19, 1983, as amended at 62 FR 40239, July 25, 1997]



PART 53_FORMS--Table of Contents




Sec.
53.000 Scope of part.
53.001 Definitions.

[[Page 414]]

                          Subpart 53.1_General

53.100 Scope of subpart.
53.101 Requirements for use of forms.
53.102 Current editions.
53.103 Exceptions.
53.104 Overprinting.
53.105 Computer generation.
53.106 Special construction and printing.
53.107 Obtaining forms.
53.108 Recommendations concerning forms.
53.109 Forms prescribed by other regulations.
53.110 Continuation sheets.
53.111 Contract clause.

                   Subpart 53.2_Prescription of Forms

53.200 Scope of subpart.
53.201 Federal acquisition system.
53.201-1 Contracting authority and responsibilities (SF 1402).
53.202-53.203 [Reserved]
53.204 Administrative matters.
53.204-1 Safeguarding classified information within industry (DD Form 
          254, DD Form 441).
53.204-2 [Reserved]
53.205 Publicizing contract actions.
53.205-1 Paid advertisements.
53.206-53.208 [Reserved]
53.209 Contractor qualifications.
53.209-1 Responsible prospective contractors.
53.210-53.211 [Reserved]
53.212 Acquisition of commercial items.
53.213 Simplified acquisition procedures (SF's 18, 30, 44, 1165, and 
          1449, and OF's 336, 347, and 348).
53.214 Sealed bidding.
53.215 Contracting by negotiation.
53.215-1 Solicitation and receipt of proposals.
53.216 Types of contracts.
53.216-1 Delivery orders and orders under basic ordering agreements (OF 
          347).
53.217-53.218 [Reserved]
53.219 Small business programs.
53.220-53.221 [Reserved]
53.222 Application of labor laws to Government acquisitions (SF's 99, 
          308, 1093, 1413, 1444, 1445, 1446, WH-347).
53.223-53.227 [Reserved]
53.228 Bonds and insurance.
53.229 Taxes (SF's 1094, 1094-A).
53.230-53.231 [Reserved]
53.232 Contract financing (SF 1443).
53.233-53.234 [Reserved]
53.235 Research and Development Contracting (SF 298).
53.236 Construction and architect-engineer contracts.
53.236-1 Construction.
53.236-2 Architect-engineer services (SF's 252 and 330).
53.237-53.241 [Reserved]
53.242 Contract administration.
53.242-1 Novation and change-of-name agreements (SF 30).
53.243 Contract modifications (SF 30).
53.244 [Reserved]
53.245 Government property.
53.246 [Reserved]
53.247 Transportation (U.S. Commercial Bill of Lading).
53.248 [Reserved]
53.249 Termination of contracts.
53.250 [Reserved]
53.251 Contractor use of Government supply sources (OF 347).

                   Subpart 53.3_Illustrations of Forms

53.300 Scope of subpart.
53.301 Standard forms.
53.301-18 SF 18 (Rev. 6/95), Request for Quotations.
53.301-24 Bid Bond.
53.301-25 Performance Bond.
53.301-25-A Payment Bond.
53.301-25-B Standard Form 25-B, Continuation Sheet (For Standard Forms 
          24, 25, and 25-A).
53.301-26 Award/Contract.
53.301-28 Affidavit of Individual Surety.
53.301-30 Standard Form 30, Amendment of Solicitation/Modification of 
          Contract.
53.301-33 Solicitation, Offer and Award.
53.301-34 Annual Bid Bond.
53.301-35 Annual Performance Bond.
53.301-44 Standard Form 44, Purchase Order--Invoice--Voucher.
53.301-98 Standard Form 98, Notice of Intention To Make a Service 
          Contract and Response to Notice.
53.301-98a Standard Form 98a, Notice of Intention To Make a Service 
          Contract and Response to Notice (Attachment A).
53.301-99 Standard Form 99, Notice of Award of Contract.
53.301-120 Standard Form 120, Report of Excess Personal Property.
53.301-120-A Standard Form 120-A, Continuation Sheet (Report of Excess 
          Personal Property).
53.301-126 Standard Form 126, Report of Personal Property for Sale.
53.301-126-A Standard Form 126-A, Report of Personal Property for Sale 
          (Continuation Sheet).
53.301-252 Standard Form 252, Architect-Engineer Contract.
53.301-273 Reinsurance Agreement for a Miller Act Performance Bond.
53.301-274 Reinsurance Agreement for a Miller Act Payment Bond.
53.301-275 Reinsurance Agreement in Favor of the United States.
53.301-298 Standard Form 298, Report Documentation Page.
53.301-308 Standard Form 308, Request for Determination and Response to 
          Request.
53.301-330 Architect-Engineer Qualifications.

[[Page 415]]

53.301-1034 Standard Form 1034, Public Voucher for Purchases and 
          Services Other Than Personal.
53.301-1034A Standard Form 1034A, Public Voucher for Purchases and 
          Services Other Than Personal--Memorandum Copy.
53.301-1035 Standard Form 1035, Public Voucher for Purchases and 
          Services Other Than Personal, Continuation Sheet.
53.301-1035A Standard Form 1035A, Public Voucher for Purchases and 
          Services Other Than Personal--Memorandum, Continuation Sheet.
53.301-1093 Standard Form 1093, Schedule of Withholdings Under the 
          Davis-Bacon Act and/or the Contract Work Hours and Safety 
          Standards Act.
53.301-1094 SF 1094, U.S. Tax Exemption Certificates.
53.301-1094A SF 1094A, Tax Exemption Certificates Accountability Record.
53.301-1165 Standard Form 1165, Receipt for Cash-Subvoucher.
53.301-1402 Standard Form 1402, Certificate of Appointment.
53.301-1403 Preaward Survey of Prospective Contractor (General).
53.301-1404 Preaward Survey of Prospective Contractor--Technical.
53.301-1405 Preaward Survey of Prospective Contractor--Production.
53.301-1406 Preaward Survey of Prospective Contractor--Quality 
          Assurance.
53.301-1407 Preaward Survey of Prospective Contractor--Financial 
          Capability.
53.301-1408 Preaward Survey of Prospective Contractor--Accounting 
          System.
53.301-1409 Standard Form 1409, Abstract of Offers.
53.301-1410 Standard Form 1410, Abstract of Offers--Continuation.
53.301-1413 Standard Form 1413, Statement and Acknowledgment.
53.301-1414 SF 1414 (Rev. 10/93) Consent of Surety.
53.301-1415 SF 1415 (Rev. 7/93) Consent of Surety and Increase of 
          Penalty.
53.301-1416 Payment Bond for Other than Construction Contracts.
53.301-1418 Performance bond for other than construction contracts.
53.301-1423 Inventory Verification Survey.
53.301-1424 Inventory Disposal Report.
53.301-1427 Standard Form 1427, Inventory Schedule A--Construction Sheet 
          (Metals in Mill Product Form).
53.301-1428 Inventory Schedule Disposal Schedule.
53.301-1429 Standard Form 1429, Inventory Schedule B--Continuation 
          Sheet.
53.301-1435 Settlement Proposal (Inventory Basis).
53.301-1436 Settlement Proposal (Total Cost Basis).
53.301-1437 Settlement Proposal for Cost-Reimbursement Type Contracts.
53.301-1438 Settlement Proposal (Short Form).
53.301-1439 Schedule of Accounting Information.
53.301-1440 Application for Partial Payment.
53.301-1442 Standard Form 1442, Solicitation, Offer and Award 
          (Construction, Alteration, or Repair).
53.301-1443 Standard Form 1443, Contractor's Request for Progress 
          Payment.
53.301-1444 Request for Authorization of Additional Classification and 
          Rate.
53.301-1445 SF 1445, Labor Standards Interview.
53.301-1446 Labor Standards Investigation Summary Sheet.
53.301-1447 Solicitation/Contract.
53.301-1449 Solicitation/Contract/Order for Commercial Items.
53.302 Optional forms.
53.302-17 Optional Form 17, Offer Label.
53.302-90 Release of Lien on Real Property.
53.302-91 Release of Personal Property From Escrow.
53.302-307 Optional Form 307, Contract Award.
53.302-308 Optional Form 308, Solicitation and Offer--Negotiated 
          Acquisition.
53.302-309 Optional Form 309, Amendment of Solicitation.
53.302-312 Small Disadvantaged Business (SDB) Participation Report.
53.302-333 Procurement Integrity Certification for Procurement 
          Officials.
53.302-336 Optional Form 336, Continuation Sheet.
53.302-347 Order for Supplies or Services.
53.302-348 Order for Supplies or Services Schedule--Continuation.
53.302-1419 Optional Form 1419, Abstract of Offers--Construction.
53.302-1419A Optional Form 1419A, Abstract of Offers--Construction, 
          Continuation Sheet.
53.303 Agency forms.
53.303-DD-254 Department of Defense DD Form 254, Contract Security 
          Classification Specification.
53.303-DD-441 Department of Defense DD Form 441, Security Agreement.
53.303-WH-347 Department of Labor Form WH-347, Payroll (For Contractor's 
          Optional Use).

    Authority: 40 U.S.C. 121(c); 10 U.S.C. chapter 137; and 42 U.S.C. 
2473(c).

    Source: 48 FR 42637, Sept. 19, 1983, unless otherwise noted.



53.000  Scope of part.

    This part (a) prescribes standard forms (SF's) and references 
optional forms (OF's) and agency-prescribed

[[Page 416]]

forms for use in acquisition, (b) contains requirements and information 
generally applicable to the forms, and (c) illustrates the forms.



53.001  Definitions.

    Exception, as used in this part, means an approved departure from 
the established design, content, printing specifications, or conditions 
for use of any standard form.



                          Subpart 53.1_General



53.100  Scope of subpart.

    This subpart contains requirements and information generally 
applicable to the forms prescribed in this regulation.



53.101  Requirements for use of forms.

    The requirements for use of the forms prescribed or referenced in 
this part are contained in parts 1 through 52, where the subject matter 
applicable to each form is addressed. The specific location of each 
requirement is identified in subpart 53.2.

[48 FR 42637, Sept. 19, 1983, as amended at 63 FR 34080, June 22, 1998]



53.102  Current editions.

    The form prescriptions in subpart 53.2 and the illustrations in 
subpart 53.3 contain current edition dates. Contracting officers shall 
use the current editions unless otherwise authorized under this 
regulation.



53.103  Exceptions.

    Agencies shall not (a) alter a standard form prescribed by this 
regulation, or (b) use for the same purpose any form other than the 
standard form prescribed by this regulation without receiving in advance 
an exception to the form.

[53 FR 43395, Oct. 26, 1988, as amended at 62 FR 40239, July 25, 1997]



53.104  Overprinting.

    Standard and optional forms (obtained as required by 53.107) may be 
overprinted with names, addresses, and other uniform entries that are 
consistent with the purpose of the form and that do not alter the form 
in any way. Exception approval for overprinting is not needed.



53.105  Computer generation.

    (a) Agencies may computer-generate the Standard and Optional Forms 
prescribed in the FAR without exception approval (see 53.103), 
provided--
    (1) The form is in an electronic format that complies with Federal 
Information Processing Standard Number 161; or
    (2) There is no change to the name, content, or sequence of the data 
elements, and the form carries the Standard or Optional Form number and 
edition date.
    (b) The forms prescribed by this part may be computer generated by 
the public. Unless prohibited by agency regulations, forms prescribed by 
agency FAR supplements may also be computer generated by the public. 
Computer generated forms shall either comply with Federal Information 
Processing Standard Number 161 or shall retain the name, content, or 
sequence of the data elements, and shall carry the Standard or Optional 
Form or agency number and edition date (see 53.111).

[60 FR 34741, July 3, 1995]



53.106  Special construction and printing.

    Contracting offices may request exceptions (see 53.103) to standard 
forms for special construction and printing. Examples of common 
exceptions are as follows:

------------------------------------------------------------------------
           Standard Forms              Special Construction and Printing
------------------------------------------------------------------------
(a) SF 18--.........................  (1) With vertical lines omitted
                                       (for listing of supplies and
                                       services, unit, etc.);
                                      (2) As reproducible masters; and/
                                       or
                                      (3) In carbon interleaved pads or
                                       sets.
(b) SF's 26,30,33,1447--............  As die-cut stencils or
                                       reproducible masters.
(c) SF 44--.........................  (1) With serial numbers and
                                       contracting office name and
                                       address; and/or
                                      (2) On special weight of paper and
                                       with the type of construction,
                                       number of sets per book, and
                                       number of parts per set as
                                       specified by the contracting
                                       officer. (Executive agencies may
                                       supplement the administrative
                                       instructions on the inside front
                                       cover of the book.)
(d) SF 1442--.......................  (1) As die-cut stencils or
                                       reproducible masters; and/or

[[Page 417]]

 
                                      (2) With additional wording as
                                       required by the executive agency.
                                       (However, the sequence and
                                       wording of the items appearing on
                                       the prescribed form should not be
                                       altered.)
------------------------------------------------------------------------


[48 FR 42637, Sept. 19, 1983, as amended at 51 FR 27121, July 29, 1986; 
54 FR 48998, Nov. 28, 1989]



53.107  Obtaining forms.

    (a) Executive agencies shall obtain standard and optional forms from 
the General Services Administration (GSA) by using GSA Supply Catalog - 
Office Products (see 41 CFR 101-26.302). Standard forms adapted for 
computer preparation (see 53.105) or with special construction and 
printing (see 53.106) that are not available from GSA may be ordered 
directly from the Government Printing Office (GPO).
    (b) Contractors and other parties may obtain standard and optional 
forms from the Superintendent of Documents, GPO, Washington, DC 20402. 
Standard and optional forms not available from the Superintendent of 
Documents may be obtained from the prescribing agency.
    (c) Agency forms may be obtained from the prescribing agency.



53.108  Recommendations concerning forms.

    Users of this regulation may recommend new forms or the revision, 
elimination, or consolidation of the forms prescribed or referenced in 
this regulation. Recommendations from within an executive agency shall 
be submitted to the cognizant council in accordance with agency 
procedures. Recommendations from other than executive agencies should be 
submitted directly to the FAR Secretariat.



53.109  Forms prescribed by other regulations.

    Certain forms referred to in Subpart 53.2 are prescribed in other 
regulations and are specified by the FAR for use in acquisition. For 
each of these forms, the prescribing agency is identified by means of a 
parenthetical notation after the form number. For example, SF 1165, 
which is prescribed by the Government Accountability Office (GAO), is 
identified as SF 1165(GAO).

[48 FR 42637, Sept. 19, 1983, as amended at 71 FR 57380, Sept. 28, 2006]



53.110  Continuation sheets.

    Except as may be otherwise indicated in the FAR, all standard forms 
prescribed by the FAR may be continued on (a) plain paper of similar 
specification, or (b) specially constructed continuation sheets (e.g., 
OF 336). Continuation sheets shall be annotated in the upper right-hand 
corner with the reference number of the document being continued and the 
serial page number.

[48 FR 42637, Sept. 19, 1983, as amended at 51 FR 27121, July 29, 1986]



53.111  Contract clause.

    Contracting officers shall insert the clause at 52.253-1, Computer 
Generated Forms, in solicitations and contracts that require the 
contractor to submit data on Standard or Optional Forms prescribed by 
this regulation; and, unless prohibited by agency regulations, forms 
prescribed by agency supplements.

[55 FR 52800, Dec. 21, 1990]



                   Subpart 53.2_Prescription of Forms



53.200  Scope of subpart.

    This subpart prescribes standard forms and references optional forms 
and agency-prescribed forms for use in acquisition. Consistent with the 
approach used in subpart 52.2, this subpart is arranged by subject 
matter, in the same order as, and keyed to, the parts of the FAR in 
which the form usage requirements are addressed. For example, forms 
addressed in FAR part 14, Sealed Bidding, are treated in this subpart in 
section 53.214, Sealed Bidding; forms addressed in FAR part 43, Contract 
Modifications, are treated in this subpart in section 53.243, Contract 
modifications. The following example illustrates how the subjects are 
keyed to the parts in which they are addressed:

[[Page 418]]

[GRAPHIC] [TIFF OMITTED] TC01MY91.001


[48 FR 42637, Sept. 19, 1983, as amended at 50 FR 1748, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985]



53.201  Federal acquisition system.



53.201-1  Contracting authority and responsibilities (SF 1402).

    SF 1402 (10/83), Certificate of Appointment. SF 1402 is prescribed 
for use in appointing contracting officers, as specified in 1.603-3.



53.202-53.203  [Reserved]



53.204  Administrative matters.



53.204-1  Safeguarding classified information within industry (DD Form 254, DD 

Form 441).

    The following forms, which are prescribed by the Department of 
Defense, shall be used by agencies covered by the Defense Industrial 
Security Program if contractor access to classified information is 
required, as specified in subpart 4.4 and the clause at 52.204-2:
    (a) DD Form 254 (Department of Defense (DOD)), Contract Security 
Classification Specification. (See 4.403(c)(1).)
    (b) DD Form 441 (DOD), Security Agreement. (See paragraph (b) of the 
clause at 52.204-2.)



53.204-2  [Reserved]



53.205  Publicizing contract actions.



53.205-1  Paid advertisements.

    SF 1449, prescribed in 53.212, shall be used to place orders for 
paid advertisements as specified in 5.503.

[61 FR 39198, July 26, 1996]



53.206-53.208  [Reserved]



53.209  Contractor qualifications.



53.209-1  Responsible prospective contractors.

    (a) SF 1403 (Rev. 9/88), Preaward Survey of Prospective Contractor 
(General). SF 1403 is authorized for local reproduction and a copy is 
furnished for this purpose in part 53 of the looseleaf edition of the 
FAR.
    (b) SF 1404 (Rev. 9/88), Preaward Survey of Prospective Contractor--
Technical. SF 1404 is authorized for local reproduction and a copy is 
furnished for this purpose in part 53 of the looseleaf edition of the 
FAR.
    (c) SF 1405 (Rev. 9/88), Preaward Survey of Prospective Contractor--
Production. SF 1405 is authorized for local reproduction and a copy is 
furnished for this purpose in part 53 of the looseleaf edition of the 
FAR.
    (d) SF 1406 (Rev. 11/97), Preaward Survey of Prospective 
Contractor--Quality Assurance. SF 1406 is authorized for local 
reproduction and a copy is furnished for this purpose in part 53 of the 
looseleaf edition of the FAR.
    (e) SF 1407 (Rev. 9/88), Preaward Survey of Prospective Contractor--
Financial Capability. SF 1407 is authorized for local reproduction and a 
copy is furnished for this purpose in part 53 of the looseleaf edition 
of the FAR.
    (f) SF 1408 (Rev. 9/88), Preaward Survey of Prospective Contractor--
Accounting System. SF 1408 is authorized for local reproduction and a 
copy is furnished for this purpose in part 53 of the looseleaf edition 
of the FAR.

[55 FR 25534, June 21, 1990, as amended at 62 FR 64937, Dec. 9, 1997]



53.210-53.211  [Reserved]



53.212  Acquisition of commercial items.

    SF 1449 (Rev. 3/2005), Solicitation/Contract/Order for Commercial 
Items. SF 1449 is prescribed for use in solicitations and contracts for 
commercial items. Agencies may prescribe additional detailed 
instructions for use of the form.

[60 FR 48256, Sept. 18, 1995, as amended at 67 FR 13050, Mar. 20, 2002; 
70 FR 14955, Mar. 23, 2005]



53.213  Simplified acquisition procedures (SF's 18, 30, 44, 1165, and 1449, 

and OF's 336, 347, and 348).

    The following forms are prescribed as stated in this section for use 
in simplified acquisition procedures, orders

[[Page 419]]

under existing contracts or agreements, and orders from required sources 
of supplies and services:
    (a) SF 18 (Rev. 6/95), Request for Quotations, or SF 1449 (Rev. 3/
2005), Solicitation/Contract/Order for Commercial Items. SF 18 is 
prescribed for use in obtaining price, cost, delivery, and related 
information from suppliers as specified in 13.307(b). SF 1449, as 
prescribed in 53.212, or other agency forms/automated formats, may also 
be used to obtain price, cost, delivery, and related information from 
suppliers as specified in 13.307(b).
    (b) SF 30 (Rev. 10/83), Amendment of Solicitation/Modification of 
Contract. SF 30, prescribed in 53.243, may be used for modifying 
purchase orders, as specified in 13.307(c)(3).
    (c) SF 44 (Rev. 10/83), Purchase Order Invoice Voucher. SF 44 is 
prescribed for use in simplified acquisition procedures, as specified in 
13.306.
    (d) SF 1165 (6/83 Ed.), Receipt for Cash-Subvoucher. SF 1165 (GAO) 
may be used for imprest fund purchases, as specified in 13.307(e).
    (e) OF 336 (4/86 Ed.), Continuation Sheet. OF 336, prescribed in 
53.214(h), may be used as a continuation sheet in solicitations, as 
specified in 13.307(c)(1).
    (f) SF 1449, (Rev. 3/2005) Solicitation/Contract/Order for 
Commercial Items prescribed in 53.212, OF 347 (Rev. 4/06), Order for 
Supplies or Services, and  OF 348 (Rev. 4/06), Order for Supplies or 
Services-Schedule Continuation. SF 1449, OF's 347 and 348 (or approved 
agency forms/automated formats) may be used as follows:
    (1) To accomplish acquisitions under simplified acquisition 
procedures, as specified in 13.307.
    (2) To establish blanket purchase agreements (BPA's), as specified 
in 13.303-2, and to make purchases under BPA's, as specified in 13.303-
5.
    (3) To issue orders under basic ordering agreements, as specified in 
16.703(d)(2)(i).
    (4) As otherwise specified in this chapter (e.g., see 5.503(a)(2), 
8.406-1, 36.701(b), and 51.102(e)(3)(ii)).

[61 FR 39198, July 26, 1996, as amended at 62 FR 51266, Sept. 30, 1997; 
62 FR 64929, Dec. 9, 1997; 67 FR 13050, Mar. 20, 2002; 69 FR 34239, June 
18, 2004; 69 FR 59699, Oct. 5, 2004; 70 FR 14955, Mar. 23, 2005; 72 FR 
63090, Nov. 7, 2007]



53.214  Sealed bidding.

    The following forms are prescribed for use in contracting by sealed 
bidding (except for construction and architect-engineer services):
    (a) SF 26 (APR 2008), Award/Contract. SF 26 is prescribed for use in 
awarding sealed bid contracts for supplies or services in which bids 
were obtained on SF 33, Solicitation, Offer and Award, as specified in 
14.408-1(d)(1). Pending issuance of a new edition of the form, the 
reference in block 1 should be amended to read 15 CFR 700.
    (b) SF 30, Amendment of Solicitation/Modification of Contract. SF 
30, prescribed in 53.243, shall be used in amending invitations for 
bids, as specified in 14.208(a).
    (c) SF 33 (Rev. 9/97), Solicitation, Offer and Award. SF 33 is 
prescribed for use in soliciting bids for supplies or services and for 
awarding the contracts that result from the bids, as specified in 
14.201-2(a)(1), unless award is accomplished by SF 26.
    (d) SF 1447 (APR 2008), Solicitation/Contract. SF 1447 is prescribed 
for use in soliciting supplies or services and for awarding contracts 
that result from the bids. It shall be used when the simplified contract 
format is used (see 14.201-9) and may be used in place of the SF 26 or 
SF 33 with other solicitations and awards. Agencies may prescribe 
additional detailed instructions for use of the form.
    (e) [Reserved]
    (f) SF 1409 (Rev. 9/88), Abstract of Offers, and SF 1410 (9/88), 
Abstract of Offers-Continuation. SF 1409 and SF 1410 are prescribed for 
use in recording bids, as specified in 14.403(a).
    (g) OF 17 (Rev. 12/93), Offer Label. OF 17 may be furnished with 
each invitation for bids to facilitate identification and handling of 
bids, as specified in 14.202-3(b).
    (h) OF 336 (Rev. 3/86), Continuation Sheet. OF 336 may be used as a 
continuation sheet in solicitations, as specified in 14.201-2(b).

[48 FR 42637, Sept. 19, 1983]

    Editorial Note: For Federal Register citations affecting Sec. 
53.214, see the List of CFR Sections Affected, which appears in the 
Finding Aids section of the printed volume and on GPO Access.

[[Page 420]]



53.215  Contracting by negotiation.



53.215-1  Solicitation and receipt of proposals.

    The following forms are prescribed, as stated in the following 
paragraphs, for use in contracting by negotiation (except for 
construction, architect-engineer services, or acquisitions made using 
simplified acquisition procedures):
    (a) SF 26 (APR 2008), Award/Contract. SF 26, prescribed in 
53.214(a), may be used in entering into negotiated contracts in which 
the signature of both parties on a single document is appropriate, as 
specified in 15.509.
    (b) SF 30 (Rev. 10/83), Amendment of Solicitation/Modification of 
Contract. SF 30, prescribed in 53.243, may be used for amending requests 
for proposals and for amending requests for information, as specified in 
15.210(b).
    (c) SF 33 (Rev. 9/97), Solicitation, Offer and Award. SF 33, 
prescribed in 53.214(c), may be used in connection with the solicitation 
and award of negotiated contracts. Award of such contracts may be made 
by either OF 307, SF 33, or SF 26, as specified in 53.214(c) and 15.509.
    (d) OF 17 (Rev. 12/93), Offer Label. OF 17 may be furnished with 
each request for proposals to facilitate identification and handling of 
proposals, as specified in 15.210(c).
    (e) OF 307 (9/97), Contract Award. OF 307 may be used to award 
negotiated contracts as specified in 15.509.
    (f) OF 308 (9/97), Solicitation and Offer-Negotiated Acquisition. OF 
308 may be used to support solicitation of negotiated contracts as 
specified in 15.210(a). Award of such contracts may be made by OF 307, 
as specified in 15.509.
    (g) OF 309 (9/97), Amendment of Solicitation. OF 309 may be used to 
amend solicitations of negotiated contracts, as specified in 15.210(b).

[62 FR 51266, Sept. 30, 1997, as amended at 62 FR 64940, Dec. 9, 1997; 
64 FR 32749, June 17, 1999; 66 FR 2141, Jan. 10, 2001; 73 FR 21785, Apr. 
22, 2008]



53.216  Types of contracts.



53.216-1  Delivery orders and orders under basic ordering agreements (OF 347).

    OF 347, Order for Supplies or Services. OF 347, prescribed in 
53.213(f), (or an approved agency form) may be used to place orders 
under indefinite delivery contracts and basic ordering agreements, as 
specified in 16.703(d)(2)(i).

[48 FR 42637, Sept. 19, 1983, as amended at 61 FR 39199, July 26, 1996]



53.217-53.218  [Reserved]



53.219  Small business programs.

    The following form may be used in reporting small disadvantaged 
business contracting data: OF 312 (10/00), Small Disadvantaged Business 
Participation Report. (See subpart 19.12.)

[73 FR 21783, Apr. 22, 2008]



53.220-53.221  [Reserved]



53.222  Application of labor laws to Government acquisitions (SF's 308, 1093, 

1413, 1444, 1445, 1446, WH-347).

    The following forms are prescribed as stated below, for use in 
connection with the application of labor laws:
    (a) [Reserved]
    (b) [Reserved]
    (c) SF 308 (DOL) (Rev. 5/85), Request for Wage Determination and 
Response to Request. (See 22.404-3 (a) and (b).)
    (d) SF 1093 (GAO) (10/71), Schedule of Withholdings under the Davis-
Bacon Act and/or the Contract Work Hours and Safety Standards Act. (See 
22.406-9(c)(1).)
    (e) SF 1413 (Rev. 7/2005), Statement and Acknowledgment. SF 1413 is 
prescribed for use in obtaining contractor acknowledgment of inclusion 
of required clauses in subcontracts, as specified in 22.406-5.
    (f) Form SF 1444 (10/87), Request for Authorization of Additional 
Classification and Rate. (See 22.406-3(a) and 22.1019.)
    (g) SF 1445 (12/96), Labor Standards Interview. (See 22.406-7(b).)
    (h) SF 1446 (10/87), Labor Standards Investigation Summary Sheet. 
(See 22.406-8(d).)

[[Page 421]]

    (i) Form WH-347 (DOL), Payroll (for Contractor's Optional Use). (See 
22.406-6(a).)

[48 FR 42637, Sept. 19, 1983, as amended at 49 FR 12997, Mar. 30, 1984; 
53 FR 4948, Feb. 18, 1988; 53 FR 27468, July 20, 1988; 54 FR 48998, Nov. 
28, 1989; 55 FR 38518, Sept. 18, 1990; 59 FR 11388, Mar. 10, 1994; 62 FR 
240, Jan. 2, 1997; 70 FR 33669, June 8, 2005; 71 FR 36935, June 28, 
2006]



53.223-53.227  [Reserved]



53.228  Bonds and insurance.

    The following standard forms are prescribed for use for bond and 
insurance requirements, as specified in part 28:
    (a) SF 24 (Rev. 10/98) Bid Bond. (See 28.106-1.) SF 24 is authorized 
for local reproduction and a copy is furnished for this purpose in Part 
53 of the looseleaf edition of the FAR.
    (b) SF 25 (Rev. 5/96) Performance Bond. (See 28.106-1(b).) SF 25 is 
authorized for local reproduction and a copy is furnished for this 
purpose in Part 53 of the looseleaf edition of the FAR.
    (c) SF 25-A (Rev. 10/98) Payment Bond. (See 28.106-1(c).) SF 25-A is 
authorized for local reproduction and a copy is furnished for this 
purpose in Part 53 of the looseleaf edition of the FAR.
    (d) SF 25-B (Rev. 10/83), Continuation Sheet (For Standard Forms 24, 
25, and 25-A). (See 28.106-1(d).)
    (e) SF 28 (Rev. 6/03) Affidavit of Individual Surety. (See 28.106-
1(e) and 28.203(b).) SF 28 is authorized for local reproduction and a 
copy is furnished for this purpose in Part 53 of the looseleaf edition 
of the FAR.
    (f) SF 34 (Rev. 1/90), Annual Bid Bond. (See 28.106-1(f).) SF 34 is 
authorized for local reproduction and a copy is furnished for this 
purpose in part 53 of the looseleaf edition of the FAR.
    (g) SF 35 (Rev. 1/90), Annual Performance Bond. (See 28.106-1.) SF 
35 is authorized for local reproduction and a copy is furnished for this 
purpose in part 53 of the looseleaf edition of the FAR.
    (h) SF 273 (Rev. 10/98) Reinsurance Agreement for a Miller Act 
Performance Bond. (See 28.106-1(h) and 28.202-1(a)(4).) SF 273 is 
authorized for local reproduction and a copy is furnished for this 
purpose in Part 53 of the looseleaf edition of the FAR.
    (i) SF 274 (Rev. 10/98) Reinsurance Agreement for a Miller Act 
Payment Bond. (See 28.106-1(i) and 28.202-1(a)(4).) SF 274 is authorized 
for local reproduction and a copy is furnished for this purpose in Part 
53 of the looseleaf edition of the FAR.
    (j) SF 275 (Rev. 10/98) Reinsurance Agreement in Favor of the United 
States. (See 28.106-1(j) and 28.202-1(a)(4).) SF 275 is authorized for 
local reproduction and a copy is furnished for this purpose in Part 53 
of the looseleaf edition of the FAR.
    (k) SF 1414 (Rev. 10/93), Consent of Surety. SF 1414 is authorized 
for local reproduction and a copy is furnished for this purpose in part 
53 of the looseleaf edition of the FAR.
    (l) SF 1415 (Rev. 7/93), Consent of Surety and Increase of Penalty. 
(See 28.108-1(l).) SF 1415 is authorized for local reproduction and a 
copy is furnished for this purpose in part 53 of the looseleaf edition 
of the FAR.
    (m) SF 1416 (Rev. 10/98) Payment Bond for Other than Construction 
Contracts. (See 28.106-1(m).) SF 1416 is authorized for local 
reproduction and a copy is furnished for this purpose in Part 53 of the 
looseleaf edition of the FAR.
    (n) SF 1418 (Rev. 2/99) Performance Bond For Other Than Construction 
Contracts. (See 28.106-1(n).) SF 1418 is authorized for local 
reproduction and a copy is furnished for this purpose in Part 53 of the 
looseleaf edition of the FAR.
    (o) OF 90 (Rev. 1/90), Release of Lien on Real Property. (See 
28.106-1(o) and 28.203-5(a).) OF 90 is authorized for local reproduction 
and a copy is furnished for this purpose in part 53 of the looseleaf 
edition of the FAR.
    (p) OF 91 (Rev. 1/90), Release of Personal Property from Escrow. 
(See 28.106-1(p) and 28.203-5(a).) OF 91 is authorized for local 
reproduction and a copy is furnished for this purpose in part 53 of the 
looseleaf edition of the FAR.

[48 FR 42637, Sept. 19, 1983, as amended at 53 FR 43395, Oct. 26, 1988; 
54 FR 48998, Nov. 28, 1989; 55 FR 25534, June 21, 1990; 55 FR 52801, 
Dec. 21, 1990; 59 FR 67061, Dec. 28, 1994; 61 FR 39214, July 26, 1996; 
63 FR 58603, Oct. 30, 1998; 63 FR 70293, Dec. 18, 1998; 64 FR 10549, 
Mar. 4, 1999; 68 FR 28088, May 22, 2003]

[[Page 422]]



53.229  Taxes (SF's 1094, 1094-A).

    SF 1094 (Rev. 12/96), U.S. Tax Exemption Form, and SF 1094-A (Rev. 
12/96), Tax Exemption Forms Accountability Record. SF's 1094 and 1094-A 
are prescribed for use in establishing exemption from State or local 
taxes, as specified in 29.302(b).

[48 FR 42637, Sept. 19, 1983, as amended at 62 FR 240, Jan.2, 1997]



53.230-53.231  [Reserved]



53.232  Contract financing (SF 1443).

    SF 1443 (JUL 2009), Contractor's Request for Progress Payment. SF 
1443 is prescribed for use in obtaining contractors' requests for 
progress payments.

[48 FR 42637, Sept. 19, 1983, as amended at 74 FR 28431, June 15, 2009]



53.233-53.234  [Reserved]



53.235  Research and Development Contracting (SF 298).

    SF 298 (2/89), Report Documentation Page. SF 298 is prescribed for 
use in submitting scientific and technical reports to contracting 
officers and to technical information libraries, as specified in 35.010.

[55 FR 3890, Feb. 5, 1990]



53.236  Construction and architect-engineer contracts.



53.236-1  Construction.

    The following forms are prescribed, as stated below, for use in 
contracting for construction, alteration, or repair, or dismantling, 
demolition, or removal of improvements.
    (a)-(c) [Reserved]
    (d) SF 1442 (4/85), Solicitation, Offer and Award (Construction, 
Alteration, or Repair). SF 1442 is prescribed for use in soliciting 
offers and awarding contracts expected to exceed the simplified 
acquisition threshold for (1) construction, alteration, or repair, or 
(2) dismantling, demolition, or removal of improvements (and may be used 
for contracts within the simplified acquisition threshold), as specified 
in 36.701(b).
    (e) OF 347 (Rev. 3/2005), Order for Supplies or Services. OF 347, 
prescribed in 53.213(f), (or an approved agency form) may be used for 
contracts under the simplified acquisition threshold for (1) 
construction, alteration, or repair, or (2) dismantling, demolition, or 
removal of improvements, as specified in 36.701(c).
    (f) OF 1419 (11/88), Abstract of Offers-Construction, and OF 1419A 
(11/88), Abstract of Offers-Construction, Continuation Sheet. OF's 1419 
and 1419A are prescribed for use in recording bids (and may be used for 
recording proposal evaluation information), as specified in 36.701(d).

[48 FR 42637, Sept. 19, 1983, as amended at 50 FR 1748, Jan. 11, 1985; 
53 FR 4948, Feb. 18, 1988; 54 FR 29284, July 11, 1989; 55 FR 52801, Dec. 
21, 1990; 60 FR 34763, July 3, 1995; 61 FR 39199, July 26, 1996; 69 FR 
59700, Oct. 5, 2004; 70 FR 14955, Mar. 23, 2005; 74 FR 31561, July 1, 
2009]



53.236-2  Architect-engineer services (SF's 252 and 330).

    The following forms are prescribed for use in contracting for 
architect-engineer and related services:
    (a) SF 252 (Rev. 10/83), Architect-Engineer Contract. SF 252 is 
prescribed for use in awarding fixed-price contracts for architect-
engineer services, as specified in 36.702(a). [Pending issuance of a new 
edition of the form, Block 8, Negotiation Authority, is deleted.]
    (b) SF 330 (1/04), Architect-Engineer Qualifications. SF 330 is 
prescribed for use in obtaining information from architect-engineer 
firms regarding their professional qualifications, as specified in 
36.702(b)(1) and (b)(2).

[48 FR 42637, Sept. 19, 1983, as amended at 50 FR 1748, Jan. 11, 1985; 
50 FR 52429, Dec. 23, 1985; 57 FR 60591, Dec. 21, 1992; 68 FR 69231, 
Dec. 11, 2003; 74 FR 31561, July 1, 2009]



53.237-53.241  [Reserved]



53.242  Contract administration.



53.242-1  Novation and change-of-name agreements (SF 30).

    SF 30, Amendment of Solicitation/Modification of Contract. SF 30, 
prescribed in 53.243, shall be used in connection with novation and 
change of name agreements, as specified in 42.1203(h).

[48 FR 42637, Sept. 19, 1983, as amended at 62 FR 64935, Dec. 9, 1997]

[[Page 423]]



53.243  Contract modifications (SF 30).

    SF 30 (Rev. 10/83), Amendment of Solicitation/Modification of 
Contract. SF 30 is prescribed for use in amending invitation for bids, 
as specified in 14.208; modifying purchase and delivery orders, as 
specified in 13.302-3; and modifying contracts, as specified in 
42.1203(h), 43.301, 49.602-5, and elsewhere in this chapter. The form 
may also be used to amend solicitations for negotiated contracts, as 
specified in 15.210(b). Pending the publication of a new edition of the 
form, Instruction (b), Item 3 (effective date), is revised in paragraphs 
(3) and (5) as follows:
    (b) Item 3 (effective date).
    (3) For a modification issued as a confirming notice of termination 
for the convenience of the Government, the effective date of the 
confirming notice shall be the same as the effective date of the initial 
notice.
    (5) For a modification confirming the termination contracting 
officer's previous letter determination of the amount due in settlement 
of a contract termination for convenience, the effective date shall be 
the same as the effective date of the previous letter determination.

[48 FR 42637, Sept. 19, 1983, as amended at 62 FR 51266, Sept. 30, 1997; 
62 FR 64929, 64936, Dec. 9, 1997]



53.244  [Reserved]



53.245  Government property.

    The following forms are prescribed, as specified in this section, 
for use in reporting, reutilization, and disposal of Government property 
and in accounting for this property:
    (a) SF 120 (GSA), Report of Excess Personal Property, and SF 120-A 
(GSA), Continuation Sheet (Report of Excess Personal Property). See 
45.602-3 and 41 CFR 102-36.215.)
    (b) SF 126 (GSA), Report of Personal Property for Sale, and SF 126-A 
(GSA), Report of Personal Property for Sale (Continuation Sheet). See 
FPMR 101-45.303 (41 CFR 101-45.303.))
    (c) SF 1423 (Rev. 5/04), Inventory Verification Survey. See 45.602-
1(b)(1) and 45.606-3.)
    (d) SF 1424 (Rev. 5/04), Inventory Disposal Report (See 45.605). SF 
1424 is authorized for local reproduction.
    (e) SF 1428 (Rev. 6/2007), Inventory Disposal Schedule, and SF 1429 
(Rev. 5/04), Inventory Disposal Schedule--Continuation Sheet. (See 
45.602-1, 49.303-2, 52.245-1), and 53.249(b).) SF's 1428 and 1429 are 
authorized for local reproduction.

[69 FR 17750, Apr. 5, 2004, as amended at 72 FR 27394, May 15, 2007]



53.246  [Reserved]



53.247  Transportation (U.S. Commercial Bill of Lading).

    The commercial bill of lading is the preferred document for the 
transportation of property, as specified in 47.101.

[71 FR 208, Jan. 3, 2006]



53.248  [Reserved]



53.249  Termination of contracts.

    (a) The following forms are prescribed for use in connection with 
the termination of contracts, as specified in subpart 49.6:
    (1) SF 1034 (GAO), Public Voucher for Purchases and Services Other 
Than Personal. (See 49.302(a).)
    (2) SF 1435 (Rev. 9/97), Settlement Proposal (Inventory Basis). (See 
49.602-1(a).) Standard Form 1435 is authorized for local reproduction 
and a copy is furnished for this purpose in part 53 of the looseleaf 
edition of the FAR.
    (3) SF 1436 (Rev. 5/04), Settlement Proposal (Total Cost Basis). 
(See 49.602-1(b).) Standard Form 1436 is authorized for local 
reproduction.
    (4) SF 1437 (Rev. 9/97), Settlement Proposal for Cost-Reimbursement 
Type Contracts. (See 49.602-1(c) and 49.302.) Standard Form 1437 is 
authorized for local reproduction and a copy is furnished for this 
purpose in part 53 of the looseleaf edition of the FAR.
    (5) SF 1438 (Rev. 5/04), Settlement Proposal (Short Form). (See 
49.602-1(d).) Standard Form 1438 is authorized for local reproduction.
    (6) SF 1439 (Rev. 7/89), Schedule of Accounting Information. (See 
49.602-3.) Standard Form 1439 is authorized for local reproduction and a 
copy is furnished for this purpose in part 53 of the looseleaf edition 
of the FAR.

[[Page 424]]

    (7) SF 1440 (Rev. 7/89), Application for Partial Payment. (See 
49.602-4.) Standard Form 1440 is authorized for local reproduction and a 
copy is furnished for this purpose in part 53 of the looseleaf edition 
of the FAR.
    (b) SF 1428 (Rev. 6/2007), Inventory Disposal Schedule, and Standard 
Form 1429 (Rev. 5/04), Inventory Disposal Schedule--Continuation Sheet, 
shall be used to support termination settlement proposals listed in 
paragraph (a) of this section, as specified in 49.602-2.

[48 FR 42637, Sept. 19, 1983, as amended at 55 FR 3890, Feb. 5, 1990; 62 
FR 51266, Sept. 30, 1997; 62 FR 64940, Dec. 9, 1997; 69 FR 17750, Apr. 
5, 2004]

[48 FR 42478, Sept. 19, 1983, as amended at 72 FR 27394, May 15, 2007]



53.250  [Reserved]



53.251  Contractor use of Government supply sources (OF 347).

    OF 347, Order for Supplies or Services. OF 347, prescribed in 
53.213(f), may be used by contractors when requisitioning from the VA, 
as specified in 51.102(e)(3)(ii).

[48 FR 42637, Sept. 19, 1983, as amended at 61 FR 39199, July 26, 1996]



                   Subpart 53.3_Illustrations of Forms



53.300  Scope of subpart.

    This subpart contains illustrations of forms used in acquisitions.



53.301  Standard forms.

    This section illustrates the standard forms that are specified by 
the FAR for use in acquisitions. The forms are illustrated in numerical 
order. The subsection numbers correspond with the standard form numbers 
(e.g., Standard Form 18 appears as 53.301-18).



53.301-18--53.301-1449  Illustration of standard forms.

    Editorial Note: The forms appearing in sections 53.301-18 through 
53.301-1449 follow the text of this subpart.



53.302  Optional forms.

    This section illustrates the optional forms that are specified by 
the FAR for use in acquisitions. The numbering system is as indicated in 
53.301.



53.302-17--53.302-1419A  Illustration of optional forms.

    Editorial Note: The forms appearing in sections 53.302-17 through 
53.302-1419A follow the text of this subpart.



53.303  Agency forms.

    This section illustrates agency forms that are specified by the FAR 
for use in acquisitions. The forms are arranged numerically by agency. 
The numbering system is as indicated in 53.301.



53.303-254--53.303-347  Illustration of agency forms.

    Editorial Note: The forms appearing in sections 53.303-DD-254 
through 53.303-WH-347 follow the text of this subpart.

[[Page 425]]



53.301-18  SF 18 (Rev. 6/95), Request for Quotations.
[GRAPHIC] [TIFF OMITTED] TC01MY91.002


[60 FR 34763, July 3, 1995]

[[Page 426]]



53.301-24  Bid Bond.
[GRAPHIC] [TIFF OMITTED] TR18DE98.005


[[Page 427]]


[GRAPHIC] [TIFF OMITTED] TR18DE98.006


[63 FR 70293, Dec. 18, 1998]

[[Page 428]]



53.301-25  Performance Bond.

[GRAPHIC] [TIFF OMITTED] TR18DE98.007


[[Page 429]]


[GRAPHIC] [TIFF OMITTED] TR18DE98.008


[63 FR 70296, Dec. 18, 1998]

[[Page 430]]



53.301-25-A  Payment Bond.

[GRAPHIC] [TIFF OMITTED] TR18DE98.009


[[Page 431]]


[GRAPHIC] [TIFF OMITTED] TR18DE98.010


[63 FR 70298, Dec. 18, 1998]

[[Page 432]]



53.301-25-B  Standard Form 25-B, Continuation Sheet (For Standard Forms 24, 

25, and 25-A).

[GRAPHIC] [TIFF OMITTED] TC01MY91.009


[[Page 433]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.010


[[Page 434]]





53.301-26  Award/Contract.

[GRAPHIC] [TIFF OMITTED] TR22AP08.000


[73 FR 21785, Apr. 22, 2008]

[[Page 435]]



53.301-28  Affidavit of Individual Surety.

[GRAPHIC] [TIFF OMITTED] TR22MY03.009


[[Page 436]]


[GRAPHIC] [TIFF OMITTED] TR22MY03.010


[68 FR 28088, May 22, 2003]

[[Page 437]]



53.301-30  Standard Form 30, Amendment of Solicitation/Modification of 

Contract.

[GRAPHIC] [TIFF OMITTED] TC01MY91.014


[[Page 438]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.015


[[Page 439]]





53.301-33  Solicitation, Offer and Award.

[GRAPHIC] [TIFF OMITTED] TR09DE97.002


[62 FR 64941, Dec. 9, 1997]

[[Page 440]]



53.301-34  Annual Bid Bond.

[GRAPHIC] [TIFF OMITTED] TC01MY91.017


[[Page 441]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.018


[55 FR 25543, June 21, 1990]

[[Page 442]]



53.301-35  Annual Performance Bond.

[GRAPHIC] [TIFF OMITTED] TC01MY91.019


[[Page 443]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.020


[55 FR 25545, June 21, 1990]

[[Page 444]]



53.301-44  Standard Form 44, Purchase Order--Invoice--Voucher.

[GRAPHIC] [TIFF OMITTED] TC01MY91.021


[[Page 445]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.022


[[Page 446]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.023


[[Page 447]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.024


[[Page 448]]





53.301-120  Standard Form 120, Report of Excess Personal Property.

[GRAPHIC] [TIFF OMITTED] TC01MY91.029


[[Page 449]]





53.301-120-A  Standard Form 120-A, Continuation Sheet (Report of Excess 

Personal Property).

[GRAPHIC] [TIFF OMITTED] TC01MY91.030


[[Page 450]]





53.301-126  Standard Form 126, Report of Personal Property for Sale.

[GRAPHIC] [TIFF OMITTED] TC01MY91.031


[[Page 451]]





53.301-126-A  Standard Form 126-A, Report of Personal Property for Sale 

(Continuation Sheet).

[GRAPHIC] [TIFF OMITTED] TC01MY91.032


[[Page 452]]





53.301-252  Standard Form 252, Architect-Engineer Contract.

[GRAPHIC] [TIFF OMITTED] TC01MY91.035


[[Page 453]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.036


[[Page 454]]





53.301-273  Reinsurance Agreement for a Miller Act Performance Bond.

[GRAPHIC] [TIFF OMITTED] TR30OC98.020


[[Page 455]]


[GRAPHIC] [TIFF OMITTED] TR30OC98.021


[63 FR 58603, Oct. 30, 1998]

[[Page 456]]



53.301-274  Reinsurance Agreement for a Miller Act Payment Bond.

[GRAPHIC] [TIFF OMITTED] TR30OC98.022


[[Page 457]]


[GRAPHIC] [TIFF OMITTED] TR30OC98.023


[63 FR 58605, Oct. 30, 1998]

[[Page 458]]



53.301-275  Reinsurance Agreement in Favor of the United States.

[GRAPHIC] [TIFF OMITTED] TR18DE98.013


[[Page 459]]


[GRAPHIC] [TIFF OMITTED] TR18DE98.014


[63 FR 70302, Dec. 18, 1998]

[[Page 460]]



53.301-298  Standard Form 298, Report Documentation Page.

[GRAPHIC] [TIFF OMITTED] TC01MY91.069


[[Page 461]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.070


[55 FR 3890, Feb. 5, 1990]

[[Page 462]]



53.301-308  Standard Form 308, Request for Determination and Response to 

Request.

[GRAPHIC] [TIFF OMITTED] TC01MY91.071


[55 FR 38519, Sept. 18, 1990]

[[Page 463]]



53.301-330  Architect-Engineer Qualifications.

[GRAPHIC] [TIFF OMITTED] TR11DE03.005


[[Page 464]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.006


[[Page 465]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.007


[[Page 466]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.008


[[Page 467]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.009


[[Page 468]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.010


[[Page 469]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.011


[[Page 470]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.012


[[Page 471]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.013


[[Page 472]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.014


[[Page 473]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.015


[[Page 474]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.016


[[Page 475]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.017


[[Page 476]]


[GRAPHIC] [TIFF OMITTED] TR11DE03.018


[68 FR 69231, Dec. 11, 2003]

[[Page 477]]



53.301-1034  Standard Form 1034, Public Voucher for Purchases and Services 

Other Than Personal.

[GRAPHIC] [TIFF OMITTED] TC01MY91.072


[[Page 478]]





53.301-1034A  Standard Form 1034A, Public Voucher for Purchases and Services 

Other Than Personal--Memorandum Copy.

[GRAPHIC] [TIFF OMITTED] TC01MY91.073


[[Page 479]]





53.301-1035  Standard Form 1035, Public Voucher for Purchases and Services 

Other Than Personal, Continuation Sheet.

[GRAPHIC] [TIFF OMITTED] TC01MY91.074


[[Page 480]]





53.301-1035A  Standard Form 1035A, Public Voucher for Purchases and Services 

Other Than Personal--Memorandum, Continuation Sheet.

[GRAPHIC] [TIFF OMITTED] TC01MY91.075


[[Page 481]]





53.301-1093  Standard Form 1093, Schedule of Withholdings Under the Davis-

Bacon Act and/or the Contract Work Hours and Safety Standards Act.

[GRAPHIC] [TIFF OMITTED] TC01MY91.076


[[Page 482]]





53.301-1094  SF 1094, U.S. Tax Exemption Certificates.

[GRAPHIC] [TIFF OMITTED] TR02JA97.009


[[Page 483]]


[GRAPHIC] [TIFF OMITTED] TR02JA97.010


[[Page 484]]


[GRAPHIC] [TIFF OMITTED] TR02JA97.011


[[Page 485]]


[GRAPHIC] [TIFF OMITTED] TR02JA97.012


[62 FR 243, Jan. 2, 1997]

[[Page 486]]



53.301-1094A  SF 1094A, Tax Exemption Certificates Accountability Record.

[GRAPHIC] [TIFF OMITTED] TR02JA97.013


[[Page 487]]


[GRAPHIC] [TIFF OMITTED] TR02JA97.014


[62 FR 247, Jan. 2, 1997]

[[Page 488]]



53.301-1165  Standard Form 1165, Receipt for Cash-Subvoucher.

[GRAPHIC] [TIFF OMITTED] TC01MY91.079


[[Page 489]]





53.301-1402  Standard Form 1402, Certicate of Appointment.

[GRAPHIC] [TIFF OMITTED] TC01MY91.080


[[Page 490]]





53.301-1403  Preaward Survey of Prospective Contractor (General).

[GRAPHIC] [TIFF OMITTED] TC01MY91.081


[[Page 491]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.082


[55 FR 25553, June 21, 1990]

[[Page 492]]



53.301-1404  Preaward Survey of Prospective Contractor--Technical.

[GRAPHIC] [TIFF OMITTED] TC01MY91.083


[55 FR 25555, June 21, 1990]

[[Page 493]]



53.301-1405  Preaward Survey of Prospective Contractor--Production.

[GRAPHIC] [TIFF OMITTED] TC01MY91.084


[[Page 494]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.085


[[Page 495]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.086


[[Page 496]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.087


[55 FR 25556, June 21, 1990]

[[Page 497]]



53.301-1406  Preaward Survey of Prospective Contractor--Quality Assurance.

[GRAPHIC] [TIFF OMITTED] TR09DE97.000


[[Page 498]]


[GRAPHIC] [TIFF OMITTED] TR09DE97.001


[62 FR 64938, Dec. 9, 1997]

[[Page 499]]



53.301-1407  Preaward Survey of Prospective Contractor--Financial Capability.

[GRAPHIC] [TIFF OMITTED] TC01MY91.090


[[Page 500]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.091


[[Page 501]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.092


[55 FR 25562, June 21, 1990]

[[Page 502]]



53.301-1408  Preaward Survey of Prospective Contractor--Accounting System.

[GRAPHIC] [TIFF OMITTED] TC01MY91.093


[[Page 503]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.094


[48 FR 42637, Sept. 19, 1983, as amended at 62 FR 40244, July 25, 1997]

[[Page 504]]



53.301-1409  Standard Form 1409, Abstract of Offers.

[GRAPHIC] [TIFF OMITTED] TC01MY91.095


[54 FR 29284, July 11, 1989]

[[Page 505]]



53.301-1410  Standard Form 1410, Abstract of Offers--Continuation.

[GRAPHIC] [TIFF OMITTED] TC01MY91.096


[54 FR 29286, July 11, 1989]

[[Page 506]]



53.301-1413  Standard Form 1413, Statement and Acknowledgment.

[GRAPHIC] [TIFF OMITTED] TR08JN05.000


[70 FR 33669, June 8, 2005]

[[Page 507]]



53.301-1414  SF 1414 (Rev. 10/93) Consent of Surety.

[GRAPHIC] [TIFF OMITTED] TC01MY91.101


[59 FR 67061, Dec. 28, 1994]

[[Page 508]]



53.301-1415  SF 1415 (Rev. 7/93) Consent of Surety and Increase of Penalty.

[GRAPHIC] [TIFF OMITTED] TC01MY91.102


[59 FR 67063, Dec. 28, 1994]

[[Page 509]]



53.301-1416  Payment Bond for Other than Construction Contracts.

[GRAPHIC] [TIFF OMITTED] TR18DE98.015


[[Page 510]]


[GRAPHIC] [TIFF OMITTED] TR18DE98.016


[63 FR 70304, Dec. 18, 1998]

[[Page 511]]



53.301-1418  Performance bond for other than construction contracts.

[GRAPHIC] [TIFF OMITTED] TR04MR99.002


[[Page 512]]


[GRAPHIC] [TIFF OMITTED] TR04MR99.003


[64 FR 10549, Mar. 4, 1999]

[[Page 513]]



53.301-1423  Inventory Verification Survey.

[GRAPHIC] [TIFF OMITTED] TR05AP04.000


[69 FR 17752, Apr. 5, 2004]

[[Page 514]]

[GRAPHIC] [TIFF OMITTED] TR02JA97.015


[62 FR 249, Jan. 2, 1997]

[[Page 515]]



53.301-1424  Inventory Disposal Report.

[GRAPHIC] [TIFF OMITTED] TR05AP04.001


[69 FR 17753, Apr. 5, 2004]



53.301-1427  Standard Form 1427, Inventory Schedule A--Construction Sheet 

(Metals in Mill Product Form).

[[Page 516]]

[GRAPHIC] [TIFF OMITTED] TC01MY91.115


[55 FR 3897, Feb. 5, 1990]

[[Page 517]]



53.301-1428  Inventory Disposal Schedule.

[GRAPHIC] [TIFF OMITTED] TR15MY07.000


[[Page 518]]


[GRAPHIC] [TIFF OMITTED] TR15MY07.001


[69 FR 17754, Apr. 5, 2004, as amended at 72 FR 27394, May 15, 2007]

[[Page 519]]



53.301-1429  Inventory Disposal Schedule--Continuation Sheet.

[GRAPHIC] [TIFF OMITTED] TR05AP04.004


[69 FR 17756, Apr. 5, 2004]

[[Page 520]]



53.301-1435  Settlement Proposal (Inventory Basis).

[GRAPHIC] [TIFF OMITTED] TR09DE97.004


[[Page 521]]


[GRAPHIC] [TIFF OMITTED] TR09DE97.005


[[Page 522]]


[GRAPHIC] [TIFF OMITTED] TR09DE97.006


[[Page 523]]


[GRAPHIC] [TIFF OMITTED] TR09DE97.007


[62 FR 64943, Dec. 9, 1997]

[[Page 524]]



53.301-1436  Settlement Proposal (Total Cost Basis).

[GRAPHIC] [TIFF OMITTED] TR05AP04.005


[[Page 525]]


[GRAPHIC] [TIFF OMITTED] TR05AP04.006


[[Page 526]]


[GRAPHIC] [TIFF OMITTED] TR05AP04.007


[[Page 527]]


[GRAPHIC] [TIFF OMITTED] TR05AP04.008


[62 FR 64947, Dec. 9, 1997, as amended at 69 FR 17757, Apr. 5, 2004]

[[Page 528]]



53.301-1437  Settlement Proposal for Cost-Reimbursement Type Contracts.

[GRAPHIC] [TIFF OMITTED] TR09DE97.012


[62 FR 64951, Dec. 9, 1997]

[[Page 529]]



53.301-1438  Settlement Proposal (Short Form).

[GRAPHIC] [TIFF OMITTED] TR05AP04.009


[[Page 530]]


[GRAPHIC] [TIFF OMITTED] TR05AP04.010


[68 FR 17762, Apr. 5, 2004]

[[Page 531]]



53.301-1439  Schedule of Accounting Information.

[GRAPHIC] [TIFF OMITTED] TC01MY91.134


[[Page 532]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.135


[[Page 533]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.136


[[Page 534]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.137


[55 FR 3928, Feb. 5, 1990]

[[Page 535]]



53.301-1440  Application for Partial Payment.

[GRAPHIC] [TIFF OMITTED] TC01MY91.138


[55 FR 3933, Feb. 5, 1990]

[[Page 536]]



53.301-1442  Standard Form 1442, Solicitation, Offer and Award (Construction, 

Alteration, or Repair).

[GRAPHIC] [TIFF OMITTED] TC01MY91.139


[[Page 537]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.140


[50 FR 1752, Jan. 11, 1985, and 50 FR 52429, Dec. 23, 1985]

[[Page 538]]



53.301-1443  Standard Form 1443, Contractor's Request for Progress Payment.

[GRAPHIC] [TIFF OMITTED] TR15JN09.001


[[Page 539]]


[GRAPHIC] [TIFF OMITTED] TR15JN09.002


[48 FR 42637, Sept. 19, 1983, as amended at 74 FR 28431, June 15, 2009]

[[Page 540]]



53.301-1444  Request for Authorization of Additional Classification and Rate.

[GRAPHIC] [TIFF OMITTED] TC01MY91.143


[53 FR 4949, Feb. 18, 1988]

[[Page 541]]



53.301-1445  SF 1445, Labor Standards Interview.

[GRAPHIC] [TIFF OMITTED] TR02JA97.021


[62 FR 255, Jan. 2, 1997]

[[Page 542]]



53.301-1446  Labor Standards Investigation Summary Sheet.

[GRAPHIC] [TIFF OMITTED] TC01MY91.145


[53 FR 4951, Feb. 18, 1988]

[[Page 543]]



53.301-1447  Solicitation/Contract.

[GRAPHIC] [TIFF OMITTED] TR22AP08.001


[[Page 544]]


[GRAPHIC] [TIFF OMITTED] TR22AP08.002


[73 FR 21786, Apr. 22, 2008]

[[Page 545]]



53.301-1449  Solicitation/Contract/Order for Commercial Items.

[GRAPHIC] [TIFF OMITTED] TR23MR05.002


[[Page 546]]


[GRAPHIC] [TIFF OMITTED] TR23MR05.003


[70 FR 14958, Mar. 23, 2005]

[[Page 547]]



53.302-17  Optional Form 17, Offer Label.

[GRAPHIC] [TIFF OMITTED] TC01MY91.150


[59 FR 67034, Dec. 28, 1994]

[[Page 548]]



53.302-90  Release of Lien on Real Property.

[GRAPHIC] [TIFF OMITTED] TC01MY91.151


[55 FR 38522, Sept. 18, 1990]

[[Page 549]]



53.302-91  Release of Personal Property From Escrow.

[GRAPHIC] [TIFF OMITTED] TC01MY91.152


[55 FR 38523, Sept. 18, 1990]

[[Page 550]]



53.302-307  Optional Form 307, Contract Award.

[GRAPHIC] [TIFF OMITTED] TR30SE97.002


[62 FR 51266, Sept. 30, 1997]

[[Page 551]]



53.302-308  Optional Form 308, Solicitation and Offer--Negotiated Acquisition.

[GRAPHIC] [TIFF OMITTED] TR30SE97.003


[62 FR 51268, Sept. 30, 1997]

[[Page 552]]



53.302-309  Optional Form 309, Amendment of Solicitation.

[GRAPHIC] [TIFF OMITTED] TR30SE97.004


[62 FR 51269, Sept. 30, 1997]

[[Page 553]]



53.302-312  Small Disadvantaged Business (SDB) Participation Report.

[GRAPHIC] [TIFF OMITTED] TR26JY00.003


[[Page 554]]


[GRAPHIC] [TIFF OMITTED] TR26JY00.004


[65 FR 46062, July 26, 2000]

[[Page 555]]



53.302-333  Procurement Integrity Certification for Procurement Officials.

[GRAPHIC] [TIFF OMITTED] TC01MY91.154


[59 FR 11388, Mar. 10, 1994, as amended at 62 FR 233, Jan. 2, 1997]

[[Page 556]]



53.302-336  Optional Form 336, Continuation Sheet.

[GRAPHIC] [TIFF OMITTED] TC01MY91.155


[51 FR 27122, July 29, 1986, as amended at 62 FR 40244, July 25, 1997]

[[Page 557]]



53.302-347  Order for Supplies or Services.

[GRAPHIC] [TIFF OMITTED] TR07NO07.007


[[Page 558]]


[GRAPHIC] [TIFF OMITTED] TR07NO07.008


[72 FR 63090, Nov. 7, 2007]

[[Page 559]]



53.302-348  Order for Supplies or Services Schedule--Continuation.

[GRAPHIC] [TIFF OMITTED] TR07NO07.009


[72 FR 63092, Nov. 7, 2007]

[[Page 560]]



53.302-1419  Optional Form 1419, Abstract of Offers--Construction.

[GRAPHIC] [TIFF OMITTED] TC01MY91.159


[54 FR 29290, July 11, 1989]

[[Page 561]]



53.302-1419A  Optional Form 1419A, Abstract of Offers--Construction, 

Continuation Sheet.

[GRAPHIC] [TIFF OMITTED] TC01MY91.160


[54 FR 29292, July 11, 1989]

[[Page 562]]



53.303-DD-254  Department of Defense DD Form 254, Contract Security 

Classification Specification.

[GRAPHIC] [TIFF OMITTED] TC01MY91.161


[[Page 563]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.162


[56 FR 41741, Aug. 22, 1991]

[[Page 564]]



53.303-DD-441  Department of Defense DD Form 441, Security Agreement.

[GRAPHIC] [TIFF OMITTED] TC01MY91.163


[[Page 565]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.164


[[Page 566]]





53.303-WH-347  Department of Labor Form WH-347, Payroll (For Contractor's 

Optional Use).

[GRAPHIC] [TIFF OMITTED] TC01MY91.165


[[Page 567]]


[GRAPHIC] [TIFF OMITTED] TC01MY91.166

                         PARTS 54-99 [RESERVED]


[[Page 569]]



                              FINDING AIDS




  --------------------------------------------------------------------

  A list of CFR titles, subtitles, chapters, subchapters and parts and 
an alphabetical list of agencies publishing in the CFR are included in 
the CFR Index and Finding Aids volume to the Code of Federal Regulations 
which is published separately and revised annually.

  Table of CFR Titles and Chapters
  Alphabetical List of Agencies Appearing in the CFR
  Table of OMB Control Numbers
  List of CFR Sections Affected

[[Page 571]]



                    Table of CFR Titles and Chapters




                     (Revised as of October 1, 2009)

                      Title 1--General Provisions

         I  Administrative Committee of the Federal Register 
                (Parts 1--49)
        II  Office of the Federal Register (Parts 50--299)
        IV  Miscellaneous Agencies (Parts 400--500)

                    Title 2--Grants and Agreements

            Subtitle A--Office of Management and Budget Guidance 
                for Grants and Agreements
         I  Office of Management and Budget Governmentwide 
                Guidance for Grants and Agreements (Parts 100--
                199)
        II  Office of Management and Budget Circulars and Guidance 
                (200--299)
            Subtitle B--Federal Agency Regulations for Grants and 
                Agreements
       III  Department of Health and Human Services (Parts 300-- 
                399)
        VI  Department of State (Parts 600--699)
      VIII  Department of Veterans Affairs (Parts 800--899)
        IX  Department of Energy (Parts 900--999)
        XI  Department of Defense (Parts 1100--1199)
       XII  Department of Transportation (Parts 1200--1299)
      XIII  Department of Commerce (Parts 1300--1399)
       XIV  Department of the Interior (Parts 1400--1499)
        XV  Environmental Protection Agency (Parts 1500--1599)
     XVIII  National Aeronautics and Space Administration (Parts 
                1880--1899)
      XXII  Corporation for National and Community Service (Parts 
                2200--2299)
     XXIII  Social Security Administration (Parts 2300--2399)
      XXIV  Housing and Urban Development (Parts 2400--2499)
       XXV  National Science Foundation (Parts 2500--2599)
      XXVI  National Archives and Records Administration (Parts 
                2600--2699)
     XXVII  Small Business Administration (Parts 2700--2799)
    XXVIII  Department of Justice (Parts 2800--2899)
       XXX  Department of Homeland Security (Parts 3000--3099)
      XXXI  Institute of Museum and Library Services (Parts 3100--
                3199)
     XXXII  National Endowment for the Arts (Parts 3200--3299)
    XXXIII  National Endowment for the Humanities (Parts 3300--
                3399)

[[Page 572]]

      XXXV  Export-Import Bank of the United States (Parts 3500--
                3599)
    XXXVII  Peace Corps (Parts 3700--3799)

                        Title 3--The President

         I  Executive Office of the President (Parts 100--199)

                           Title 4--Accounts

         I  Government Accountability Office (Parts 1--99)
        II  Recovery Accountability and Transparency Board (Parts 
                200--299)

                   Title 5--Administrative Personnel

         I  Office of Personnel Management (Parts 1--1199)
        II  Merit Systems Protection Board (Parts 1200--1299)
       III  Office of Management and Budget (Parts 1300--1399)
         V  The International Organizations Employees Loyalty 
                Board (Parts 1500--1599)
        VI  Federal Retirement Thrift Investment Board (Parts 
                1600--1699)
      VIII  Office of Special Counsel (Parts 1800--1899)
        IX  Appalachian Regional Commission (Parts 1900--1999)
        XI  Armed Forces Retirement Home (Parts 2100--2199)
       XIV  Federal Labor Relations Authority, General Counsel of 
                the Federal Labor Relations Authority and Federal 
                Service Impasses Panel (Parts 2400--2499)
        XV  Office of Administration, Executive Office of the 
                President (Parts 2500--2599)
       XVI  Office of Government Ethics (Parts 2600--2699)
       XXI  Department of the Treasury (Parts 3100--3199)
      XXII  Federal Deposit Insurance Corporation (Parts 3200--
                3299)
     XXIII  Department of Energy (Parts 3300--3399)
      XXIV  Federal Energy Regulatory Commission (Parts 3400--
                3499)
       XXV  Department of the Interior (Parts 3500--3599)
      XXVI  Department of Defense (Parts 3600-- 3699)
    XXVIII  Department of Justice (Parts 3800--3899)
      XXIX  Federal Communications Commission (Parts 3900--3999)
       XXX  Farm Credit System Insurance Corporation (Parts 4000--
                4099)
      XXXI  Farm Credit Administration (Parts 4100--4199)
    XXXIII  Overseas Private Investment Corporation (Parts 4300--
                4399)
      XXXV  Office of Personnel Management (Parts 4500--4599)
        XL  Interstate Commerce Commission (Parts 5000--5099)
       XLI  Commodity Futures Trading Commission (Parts 5100--
                5199)
      XLII  Department of Labor (Parts 5200--5299)
     XLIII  National Science Foundation (Parts 5300--5399)

[[Page 573]]

       XLV  Department of Health and Human Services (Parts 5500--
                5599)
      XLVI  Postal Rate Commission (Parts 5600--5699)
     XLVII  Federal Trade Commission (Parts 5700--5799)
    XLVIII  Nuclear Regulatory Commission (Parts 5800--5899)
         L  Department of Transportation (Parts 6000--6099)
       LII  Export-Import Bank of the United States (Parts 6200--
                6299)
      LIII  Department of Education (Parts 6300--6399)
       LIV  Environmental Protection Agency (Parts 6400--6499)
        LV  National Endowment for the Arts (Parts 6500--6599)
       LVI  National Endowment for the Humanities (Parts 6600--
                6699)
      LVII  General Services Administration (Parts 6700--6799)
     LVIII  Board of Governors of the Federal Reserve System 
                (Parts 6800--6899)
       LIX  National Aeronautics and Space Administration (Parts 
                6900--6999)
        LX  United States Postal Service (Parts 7000--7099)
       LXI  National Labor Relations Board (Parts 7100--7199)
      LXII  Equal Employment Opportunity Commission (Parts 7200--
                7299)
     LXIII  Inter-American Foundation (Parts 7300--7399)
      LXIV  Merit Systems Protection Board (Parts 7400--7499)
       LXV  Department of Housing and Urban Development (Parts 
                7500--7599)
      LXVI  National Archives and Records Administration (Parts 
                7600--7699)
     LXVII  Institute of Museum and Library Services (Parts 7700--
                7799)
    LXVIII  Commission on Civil Rights (Parts 7800--7899)
      LXIX  Tennessee Valley Authority (Parts 7900--7999)
      LXXI  Consumer Product Safety Commission (Parts 8100--8199)
    LXXIII  Department of Agriculture (Parts 8300--8399)
     LXXIV  Federal Mine Safety and Health Review Commission 
                (Parts 8400--8499)
     LXXVI  Federal Retirement Thrift Investment Board (Parts 
                8600--8699)
    LXXVII  Office of Management and Budget (Parts 8700--8799)
     XCVII  Department of Homeland Security Human Resources 
                Management System (Department of Homeland 
                Security--Office of Personnel Management) (Parts 
                9700--9799)
      XCIX  Department of Defense Human Resources Management and 
                Labor Relations Systems (Department of Defense--
                Office of Personnel Management) (Parts 9900--9999)

                      Title 6--Domestic Security

         I  Department of Homeland Security, Office of the 
                Secretary (Parts 0--99)

[[Page 574]]

                         Title 7--Agriculture

            Subtitle A--Office of the Secretary of Agriculture 
                (Parts 0--26)
            Subtitle B--Regulations of the Department of 
                Agriculture
         I  Agricultural Marketing Service (Standards, 
                Inspections, Marketing Practices), Department of 
                Agriculture (Parts 27--209)
        II  Food and Nutrition Service, Department of Agriculture 
                (Parts 210--299)
       III  Animal and Plant Health Inspection Service, Department 
                of Agriculture (Parts 300--399)
        IV  Federal Crop Insurance Corporation, Department of 
                Agriculture (Parts 400--499)
         V  Agricultural Research Service, Department of 
                Agriculture (Parts 500--599)
        VI  Natural Resources Conservation Service, Department of 
                Agriculture (Parts 600--699)
       VII  Farm Service Agency, Department of Agriculture (Parts 
                700--799)
      VIII  Grain Inspection, Packers and Stockyards 
                Administration (Federal Grain Inspection Service), 
                Department of Agriculture (Parts 800--899)
        IX  Agricultural Marketing Service (Marketing Agreements 
                and Orders; Fruits, Vegetables, Nuts), Department 
                of Agriculture (Parts 900--999)
         X  Agricultural Marketing Service (Marketing Agreements 
                and Orders; Milk), Department of Agriculture 
                (Parts 1000--1199)
        XI  Agricultural Marketing Service (Marketing Agreements 
                and Orders; Miscellaneous Commodities), Department 
                of Agriculture (Parts 1200--1299)
       XIV  Commodity Credit Corporation, Department of 
                Agriculture (Parts 1400--1499)
        XV  Foreign Agricultural Service, Department of 
                Agriculture (Parts 1500--1599)
       XVI  Rural Telephone Bank, Department of Agriculture (Parts 
                1600--1699)
      XVII  Rural Utilities Service, Department of Agriculture 
                (Parts 1700--1799)
     XVIII  Rural Housing Service, Rural Business-Cooperative 
                Service, Rural Utilities Service, and Farm Service 
                Agency, Department of Agriculture (Parts 1800--
                2099)
        XX  Local Television Loan Guarantee Board (Parts 2200--
                2299)
      XXVI  Office of Inspector General, Department of Agriculture 
                (Parts 2600--2699)
     XXVII  Office of Information Resources Management, Department 
                of Agriculture (Parts 2700--2799)
    XXVIII  Office of Operations, Department of Agriculture (Parts 
                2800--2899)
      XXIX  Office of Energy Policy and New Uses, Department of 
                Agriculture (Parts 2900--2999)
       XXX  Office of the Chief Financial Officer, Department of 
                Agriculture (Parts 3000--3099)

[[Page 575]]

      XXXI  Office of Environmental Quality, Department of 
                Agriculture (Parts 3100--3199)
     XXXII  Office of Procurement and Property Management, 
                Department of Agriculture (Parts 3200--3299)
    XXXIII  Office of Transportation, Department of Agriculture 
                (Parts 3300--3399)
     XXXIV  Cooperative State Research, Education, and Extension 
                Service, Department of Agriculture (Parts 3400--
                3499)
      XXXV  Rural Housing Service, Department of Agriculture 
                (Parts 3500--3599)
     XXXVI  National Agricultural Statistics Service, Department 
                of Agriculture (Parts 3600--3699)
    XXXVII  Economic Research Service, Department of Agriculture 
                (Parts 3700--3799)
   XXXVIII  World Agricultural Outlook Board, Department of 
                Agriculture (Parts 3800--3899)
       XLI  [Reserved]
      XLII  Rural Business-Cooperative Service and Rural Utilities 
                Service, Department of Agriculture (Parts 4200--
                4299)
         L  Rural Business-Cooperative Service, Rurual Housing 
                Service, and Rural Utilities Service, Department 
                of Agriculture (Parts 5000--5099)

                    Title 8--Aliens and Nationality

         I  Department of Homeland Security (Immigration and 
                Naturalization) (Parts 1--499)
         V  Executive Office for Immigration Review, Department of 
                Justice (Parts 1000--1399)

                 Title 9--Animals and Animal Products

         I  Animal and Plant Health Inspection Service, Department 
                of Agriculture (Parts 1--199)
        II  Grain Inspection, Packers and Stockyards 
                Administration (Packers and Stockyards Programs), 
                Department of Agriculture (Parts 200--299)
       III  Food Safety and Inspection Service, Department of 
                Agriculture (Parts 300--599)

                           Title 10--Energy

         I  Nuclear Regulatory Commission (Parts 0--199)
        II  Department of Energy (Parts 200--699)
       III  Department of Energy (Parts 700--999)
         X  Department of Energy (General Provisions) (Parts 
                1000--1099)
      XIII  Nuclear Waste Technical Review Board (Parts 1303--
                1399)
      XVII  Defense Nuclear Facilities Safety Board (Parts 1700--
                1799)

[[Page 576]]

     XVIII  Northeast Interstate Low-Level Radioactive Waste 
                Commission (Parts 1800--1899)

                      Title 11--Federal Elections

         I  Federal Election Commission (Parts 1--9099)
        II  Election Assistance Commission (Parts9400--9499)

                      Title 12--Banks and Banking

         I  Comptroller of the Currency, Department of the 
                Treasury (Parts 1--199)
        II  Federal Reserve System (Parts 200--299)
       III  Federal Deposit Insurance Corporation (Parts 300--399)
        IV  Export-Import Bank of the United States (Parts 400--
                499)
         V  Office of Thrift Supervision, Department of the 
                Treasury (Parts 500--599)
        VI  Farm Credit Administration (Parts 600--699)
       VII  National Credit Union Administration (Parts 700--799)
      VIII  Federal Financing Bank (Parts 800--899)
        IX  Federal Housing Finance Board (Parts 900--999)
        XI  Federal Financial Institutions Examination Council 
                (Parts 1100--1199)
       XII  Federal Housing Finance Agency (Parts 1200--1299)
       XIV  Farm Credit System Insurance Corporation (Parts 1400--
                1499)
        XV  Department of the Treasury (Parts 1500--1599)
      XVII  Office of Federal Housing Enterprise Oversight, 
                Department of Housing and Urban Development (Parts 
                1700--1799)
     XVIII  Community Development Financial Institutions Fund, 
                Department of the Treasury (Parts 1800--1899)

               Title 13--Business Credit and Assistance

         I  Small Business Administration (Parts 1--199)
       III  Economic Development Administration, Department of 
                Commerce (Parts 300--399)
        IV  Emergency Steel Guarantee Loan Board (Parts 400--499)
         V  Emergency Oil and Gas Guaranteed Loan Board (Parts 
                500--599)

                    Title 14--Aeronautics and Space

         I  Federal Aviation Administration, Department of 
                Transportation (Parts 1--199)
        II  Office of the Secretary, Department of Transportation 
                (Aviation Proceedings) (Parts 200--399)
       III  Commercial Space Transportation, Federal Aviation 
                Administration, Department of Transportation 
                (Parts 400--499)

[[Page 577]]

         V  National Aeronautics and Space Administration (Parts 
                1200--1299)
        VI  Air Transportation System Stabilization (Parts 1300--
                1399)

                 Title 15--Commerce and Foreign Trade

            Subtitle A--Office of the Secretary of Commerce (Parts 
                0--29)
            Subtitle B--Regulations Relating to Commerce and 
                Foreign Trade
         I  Bureau of the Census, Department of Commerce (Parts 
                30--199)
        II  National Institute of Standards and Technology, 
                Department of Commerce (Parts 200--299)
       III  International Trade Administration, Department of 
                Commerce (Parts 300--399)
        IV  Foreign-Trade Zones Board, Department of Commerce 
                (Parts 400--499)
       VII  Bureau of Industry and Security, Department of 
                Commerce (Parts 700--799)
      VIII  Bureau of Economic Analysis, Department of Commerce 
                (Parts 800--899)
        IX  National Oceanic and Atmospheric Administration, 
                Department of Commerce (Parts 900--999)
        XI  Technology Administration, Department of Commerce 
                (Parts 1100--1199)
      XIII  East-West Foreign Trade Board (Parts 1300--1399)
       XIV  Minority Business Development Agency (Parts 1400--
                1499)
            Subtitle C--Regulations Relating to Foreign Trade 
                Agreements
        XX  Office of the United States Trade Representative 
                (Parts 2000--2099)
            Subtitle D--Regulations Relating to Telecommunications 
                and Information
     XXIII  National Telecommunications and Information 
                Administration, Department of Commerce (Parts 
                2300--2399)

                    Title 16--Commercial Practices

         I  Federal Trade Commission (Parts 0--999)
        II  Consumer Product Safety Commission (Parts 1000--1799)

             Title 17--Commodity and Securities Exchanges

         I  Commodity Futures Trading Commission (Parts 1--199)
        II  Securities and Exchange Commission (Parts 200--399)
        IV  Department of the Treasury (Parts 400--499)

[[Page 578]]

          Title 18--Conservation of Power and Water Resources

         I  Federal Energy Regulatory Commission, Department of 
                Energy (Parts 1--399)
       III  Delaware River Basin Commission (Parts 400--499)
        VI  Water Resources Council (Parts 700--799)
      VIII  Susquehanna River Basin Commission (Parts 800--899)
      XIII  Tennessee Valley Authority (Parts 1300--1399)

                       Title 19--Customs Duties

         I  Bureau of Customs and Border Protection, Department of 
                Homeland Security; Department of the Treasury 
                (Parts 0--199)
        II  United States International Trade Commission (Parts 
                200--299)
       III  International Trade Administration, Department of 
                Commerce (Parts 300--399)
        IV  Bureau of Immigration and Customs Enforcement, 
                Department of Homeland Security (Parts 400--599)

                     Title 20--Employees' Benefits

         I  Office of Workers' Compensation Programs, Department 
                of Labor (Parts 1--199)
        II  Railroad Retirement Board (Parts 200--399)
       III  Social Security Administration (Parts 400--499)
        IV  Employees Compensation Appeals Board, Department of 
                Labor (Parts 500--599)
         V  Employment and Training Administration, Department of 
                Labor (Parts 600--699)
        VI  Employment Standards Administration, Department of 
                Labor (Parts 700--799)
       VII  Benefits Review Board, Department of Labor (Parts 
                800--899)
      VIII  Joint Board for the Enrollment of Actuaries (Parts 
                900--999)
        IX  Office of the Assistant Secretary for Veterans' 
                Employment and Training Service, Department of 
                Labor (Parts 1000--1099)

                       Title 21--Food and Drugs

         I  Food and Drug Administration, Department of Health and 
                Human Services (Parts 1--1299)
        II  Drug Enforcement Administration, Department of Justice 
                (Parts 1300--1399)
       III  Office of National Drug Control Policy (Parts 1400--
                1499)

                      Title 22--Foreign Relations

         I  Department of State (Parts 1--199)
        II  Agency for International Development (Parts 200--299)
       III  Peace Corps (Parts 300--399)

[[Page 579]]

        IV  International Joint Commission, United States and 
                Canada (Parts 400--499)
         V  Broadcasting Board of Governors (Parts 500--599)
       VII  Overseas Private Investment Corporation (Parts 700--
                799)
        IX  Foreign Service Grievance Board (Parts 900--999)
         X  Inter-American Foundation (Parts 1000--1099)
        XI  International Boundary and Water Commission, United 
                States and Mexico, United States Section (Parts 
                1100--1199)
       XII  United States International Development Cooperation 
                Agency (Parts 1200--1299)
      XIII  Millenium Challenge Corporation (Parts 1300--1399)
       XIV  Foreign Service Labor Relations Board; Federal Labor 
                Relations Authority; General Counsel of the 
                Federal Labor Relations Authority; and the Foreign 
                Service Impasse Disputes Panel (Parts 1400--1499)
        XV  African Development Foundation (Parts 1500--1599)
       XVI  Japan-United States Friendship Commission (Parts 
                1600--1699)
      XVII  United States Institute of Peace (Parts 1700--1799)

                          Title 23--Highways

         I  Federal Highway Administration, Department of 
                Transportation (Parts 1--999)
        II  National Highway Traffic Safety Administration and 
                Federal Highway Administration, Department of 
                Transportation (Parts 1200--1299)
       III  National Highway Traffic Safety Administration, 
                Department of Transportation (Parts 1300--1399)

                Title 24--Housing and Urban Development

            Subtitle A--Office of the Secretary, Department of 
                Housing and Urban Development (Parts 0--99)
            Subtitle B--Regulations Relating to Housing and Urban 
                Development
         I  Office of Assistant Secretary for Equal Opportunity, 
                Department of Housing and Urban Development (Parts 
                100--199)
        II  Office of Assistant Secretary for Housing-Federal 
                HousingCommissioner, Department of Housing and 
                Urban Development (Parts 200--299)
       III  Government National Mortgage Association, Department 
                of Housing and Urban Development (Parts 300--399)
        IV  Office of Housing and Office of Multifamily Housing 
                Assistance Restructuring, Department of Housing 
                and Urban Development (Parts 400--499)
         V  Office of Assistant Secretary for Community Planning 
                and Development, Department of Housing and Urban 
                Development (Parts 500--599)

[[Page 580]]

        VI  Office of Assistant Secretary for Community Planning 
                and Development, Department of Housing and Urban 
                Development (Parts 600--699) [Reserved]
       VII  Office of the Secretary, Department of Housing and 
                Urban Development (Housing Assistance Programs and 
                Public and Indian Housing Programs) (Parts 700--
                799)
      VIII  Office of the Assistant Secretary for Housing--Federal 
                Housing Commissioner, Department of Housing and 
                Urban Development (Section 8 Housing Assistance 
                Programs, Section 202 Direct Loan Program, Section 
                202 Supportive Housing for the Elderly Program and 
                Section 811 Supportive Housing for Persons With 
                Disabilities Program) (Parts 800--899)
        IX  Office of Assistant Secretary for Public and Indian 
                Housing, Department of Housing and Urban 
                Development (Parts 900--1699)
         X  Office of Assistant Secretary for Housing--Federal 
                Housing Commissioner, Department of Housing and 
                Urban Development (Interstate Land Sales 
                Registration Program) (Parts 1700--1799)
       XII  Office of Inspector General, Department of Housing and 
                Urban Development (Parts 2000--2099)
        XX  Office of Assistant Secretary for Housing--Federal 
                Housing Commissioner, Department of Housing and 
                Urban Development (Parts 3200--3899)
       XXV  Neighborhood Reinvestment Corporation (Parts 4100--
                4199)

                           Title 25--Indians

         I  Bureau of Indian Affairs, Department of the Interior 
                (Parts 1--299)
        II  Indian Arts and Crafts Board, Department of the 
                Interior (Parts 300--399)
       III  National Indian Gaming Commission, Department of the 
                Interior (Parts 500--599)
        IV  Office of Navajo and Hopi Indian Relocation (Parts 
                700--799)
         V  Bureau of Indian Affairs, Department of the Interior, 
                and Indian Health Service, Department of Health 
                and Human Services (Part 900)
        VI  Office of the Assistant Secretary-Indian Affairs, 
                Department of the Interior (Parts 1000--1199)
       VII  Office of the Special Trustee for American Indians, 
                Department of the Interior (Parts 1200--1299)

                      Title 26--Internal Revenue

         I  Internal Revenue Service, Department of the Treasury 
                (Parts 1--899)

           Title 27--Alcohol, Tobacco Products and Firearms

         I  Alcohol and Tobacco Tax and Trade Bureau, Department 
                of the Treasury (Parts 1--399)

[[Page 581]]

        II  Bureau of Alcohol, Tobacco, Firearms, and Explosives, 
                Department of Justice (Parts 400--699)

                   Title 28--Judicial Administration

         I  Department of Justice (Parts 0--299)
       III  Federal Prison Industries, Inc., Department of Justice 
                (Parts 300--399)
         V  Bureau of Prisons, Department of Justice (Parts 500--
                599)
        VI  Offices of Independent Counsel, Department of Justice 
                (Parts 600--699)
       VII  Office of Independent Counsel (Parts 700--799)
      VIII  Court Services and Offender Supervision Agency for the 
                District of Columbia (Parts 800--899)
        IX  National Crime Prevention and Privacy Compact Council 
                (Parts 900--999)
        XI  Department of Justice and Department of State (Parts 
                1100--1199)

                            Title 29--Labor

            Subtitle A--Office of the Secretary of Labor (Parts 
                0--99)
            Subtitle B--Regulations Relating to Labor
         I  National Labor Relations Board (Parts 100--199)
        II  Office of Labor-Management Standards, Department of 
                Labor (Parts 200--299)
       III  National Railroad Adjustment Board (Parts 300--399)
        IV  Office of Labor-Management Standards, Department of 
                Labor (Parts 400--499)
         V  Wage and Hour Division, Department of Labor (Parts 
                500--899)
        IX  Construction Industry Collective Bargaining Commission 
                (Parts 900--999)
         X  National Mediation Board (Parts 1200--1299)
       XII  Federal Mediation and Conciliation Service (Parts 
                1400--1499)
       XIV  Equal Employment Opportunity Commission (Parts 1600--
                1699)
      XVII  Occupational Safety and Health Administration, 
                Department of Labor (Parts 1900--1999)
        XX  Occupational Safety and Health Review Commission 
                (Parts 2200--2499)
       XXV  Employee Benefits Security Administration, Department 
                of Labor (Parts 2500--2599)
     XXVII  Federal Mine Safety and Health Review Commission 
                (Parts 2700--2799)
        XL  Pension Benefit Guaranty Corporation (Parts 4000--
                4999)

[[Page 582]]

                      Title 30--Mineral Resources

         I  Mine Safety and Health Administration, Department of 
                Labor (Parts 1--199)
        II  Minerals Management Service, Department of the 
                Interior (Parts 200--299)
       III  Board of Surface Mining and Reclamation Appeals, 
                Department of the Interior (Parts 300--399)
        IV  Geological Survey, Department of the Interior (Parts 
                400--499)
       VII  Office of Surface Mining Reclamation and Enforcement, 
                Department of the Interior (Parts 700--999)

                 Title 31--Money and Finance: Treasury

            Subtitle A--Office of the Secretary of the Treasury 
                (Parts 0--50)
            Subtitle B--Regulations Relating to Money and Finance
         I  Monetary Offices, Department of the Treasury (Parts 
                51--199)
        II  Fiscal Service, Department of the Treasury (Parts 
                200--399)
        IV  Secret Service, Department of the Treasury (Parts 
                400--499)
         V  Office of Foreign Assets Control, Department of the 
                Treasury (Parts 500--599)
        VI  Bureau of Engraving and Printing, Department of the 
                Treasury (Parts 600--699)
       VII  Federal Law Enforcement Training Center, Department of 
                the Treasury (Parts 700--799)
      VIII  Office of International Investment, Department of the 
                Treasury (Parts 800--899)
        IX  Federal Claims Collection Standards (Department of the 
                Treasury--Department of Justice) (Parts 900--999)

                      Title 32--National Defense

            Subtitle A--Department of Defense
         I  Office of the Secretary of Defense (Parts 1--399)
         V  Department of the Army (Parts 400--699)
        VI  Department of the Navy (Parts 700--799)
       VII  Department of the Air Force (Parts 800--1099)
            Subtitle B--Other Regulations Relating to National 
                Defense
       XII  Defense Logistics Agency (Parts 1200--1299)
       XVI  Selective Service System (Parts 1600--1699)
      XVII  Office of the Director of National Intelligence (Parts 
                1700--1799)
     XVIII  National Counterintelligence Center (Parts 1800--1899)
       XIX  Central Intelligence Agency (Parts 1900--1999)
        XX  Information Security Oversight Office, National 
                Archives and Records Administration (Parts 2000--
                2099)
       XXI  National Security Council (Parts 2100--2199)
      XXIV  Office of Science and Technology Policy (Parts 2400--
                2499)
     XXVII  Office for Micronesian Status Negotiations (Parts 
                2700--2799)

[[Page 583]]

    XXVIII  Office of the Vice President of the United States 
                (Parts 2800--2899)

               Title 33--Navigation and Navigable Waters

         I  Coast Guard, Department of Homeland Security (Parts 
                1--199)
        II  Corps of Engineers, Department of the Army (Parts 
                200--399)
        IV  Saint Lawrence Seaway Development Corporation, 
                Department of Transportation (Parts 400--499)

                          Title 34--Education

            Subtitle A--Office of the Secretary, Department of 
                Education (Parts 1--99)
            Subtitle B--Regulations of the Offices of the 
                Department of Education
         I  Office for Civil Rights, Department of Education 
                (Parts 100--199)
        II  Office of Elementary and Secondary Education, 
                Department of Education (Parts 200--299)
       III  Office of Special Education and Rehabilitative 
                Services, Department of Education (Parts 300--399)
        IV  Office of Vocational and Adult Education, Department 
                of Education (Parts 400--499)
         V  Office of Bilingual Education and Minority Languages 
                Affairs, Department of Education (Parts 500--599)
        VI  Office of Postsecondary Education, Department of 
                Education (Parts 600--699)
       VII  Office of Educational Research and Improvmeent, 
                Department of Education [Reserved]
        XI  National Institute for Literacy (Parts 1100--1199)
            Subtitle C--Regulations Relating to Education
       XII  National Council on Disability (Parts 1200--1299)

                          Title 35 [Reserved]

             Title 36--Parks, Forests, and Public Property

         I  National Park Service, Department of the Interior 
                (Parts 1--199)
        II  Forest Service, Department of Agriculture (Parts 200--
                299)
       III  Corps of Engineers, Department of the Army (Parts 
                300--399)
        IV  American Battle Monuments Commission (Parts 400--499)
         V  Smithsonian Institution (Parts 500--599)
        VI  [Reserved]
       VII  Library of Congress (Parts 700--799)
      VIII  Advisory Council on Historic Preservation (Parts 800--
                899)
        IX  Pennsylvania Avenue Development Corporation (Parts 
                900--999)
         X  Presidio Trust (Parts 1000--1099)

[[Page 584]]

        XI  Architectural and Transportation Barriers Compliance 
                Board (Parts 1100--1199)
       XII  National Archives and Records Administration (Parts 
                1200--1299)
        XV  Oklahoma City National Memorial Trust (Parts 1500--
                1599)
       XVI  Morris K. Udall Scholarship and Excellence in National 
                Environmental Policy Foundation (Parts 1600--1699)

             Title 37--Patents, Trademarks, and Copyrights

         I  United States Patent and Trademark Office, Department 
                of Commerce (Parts 1--199)
        II  Copyright Office, Library of Congress (Parts 200--299)
       III  Copyright Royalty Board, Library of Congress (Parts 
                301--399)
        IV  Assistant Secretary for Technology Policy, Department 
                of Commerce (Parts 400--499)
         V  Under Secretary for Technology, Department of Commerce 
                (Parts 500--599)

           Title 38--Pensions, Bonuses, and Veterans' Relief

         I  Department of Veterans Affairs (Parts 0--99)

                       Title 39--Postal Service

         I  United States Postal Service (Parts 1--999)
       III  Postal Regulatory Commission (Parts 3000--3099)

                  Title 40--Protection of Environment

         I  Environmental Protection Agency (Parts 1--1099)
        IV  Environmental Protection Agency and Department of 
                Justice (Parts 1400--1499)
         V  Council on Environmental Quality (Parts 1500--1599)
        VI  Chemical Safety and Hazard Investigation Board (Parts 
                1600--1699)
       VII  Environmental Protection Agency and Department of 
                Defense; Uniform National Discharge Standards for 
                Vessels of the Armed Forces (Parts 1700--1799)

          Title 41--Public Contracts and Property Management

            Subtitle B--Other Provisions Relating to Public 
                Contracts
        50  Public Contracts, Department of Labor (Parts 50-1--50-
                999)
        51  Committee for Purchase From People Who Are Blind or 
                Severely Disabled (Parts 51-1--51-99)
        60  Office of Federal Contract Compliance Programs, Equal 
                Employment Opportunity, Department of Labor (Parts 
                60-1--60-999)
        61  Office of the Assistant Secretary for Veterans' 
                Employment and Training Service, Department of 
                Labor (Parts 61-1--61-999)

[[Page 585]]

            Chapters 62--100 [Reserved]
            Subtitle C--Federal Property Management Regulations 
                System
       101  Federal Property Management Regulations (Parts 101-1--
                101-99)
       102  Federal Management Regulation (Parts 102-1--102-299)
            Chapters 103--104 [Reserved]
       105  General Services Administration (Parts 105-1--105-999)
       109  Department of Energy Property Management Regulations 
                (Parts 109-1--109-99)
       114  Department of the Interior (Parts 114-1--114-99)
       115  Environmental Protection Agency (Parts 115-1--115-99)
       128  Department of Justice (Parts 128-1--128-99)
            Chapters 129--200 [Reserved]
            Subtitle D--Other Provisions Relating to Property 
                Management [Reserved]
            Subtitle E--Federal Information Resources Management 
                Regulations System [Reserved]
            Subtitle F--Federal Travel Regulation System
       300  General (Parts 300-1--300-99)
       301  Temporary Duty (TDY) Travel Allowances (Parts 301-1--
                301-99)
       302  Relocation Allowances (Parts 302-1--302-99)
       303  Payment of Expenses Connected with the Death of 
                Certain Employees (Part 303-1--303-99)
       304  Payment of Travel Expenses from a Non-Federal Source 
                (Parts 304-1--304-99)

                        Title 42--Public Health

         I  Public Health Service, Department of Health and Human 
                Services (Parts 1--199)
        IV  Centers for Medicare & Medicaid Services, Department 
                of Health and Human Services (Parts 400--499)
         V  Office of Inspector General-Health Care, Department of 
                Health and Human Services (Parts 1000--1999)

                   Title 43--Public Lands: Interior

            Subtitle A--Office of the Secretary of the Interior 
                (Parts 1--199)
            Subtitle B--Regulations Relating to Public Lands
         I  Bureau of Reclamation, Department of the Interior 
                (Parts 200--499)
        II  Bureau of Land Management, Department of the Interior 
                (Parts 1000--9999)
       III  Utah Reclamation Mitigation and Conservation 
                Commission (Parts 10000--10010)

[[Page 586]]

             Title 44--Emergency Management and Assistance

         I  Federal Emergency Management Agency, Department of 
                Homeland Security (Parts 0--399)
        IV  Department of Commerce and Department of 
                Transportation (Parts 400--499)

                       Title 45--Public Welfare

            Subtitle A--Department of Health and Human Services 
                (Parts 1--199)
            Subtitle B--Regulations Relating to Public Welfare
        II  Office of Family Assistance (Assistance Programs), 
                Administration for Children and Families, 
                Department of Health and Human Services (Parts 
                200--299)
       III  Office of Child Support Enforcement (Child Support 
                Enforcement Program), Administration for Children 
                and Families, Department of Health and Human 
                Services (Parts 300--399)
        IV  Office of Refugee Resettlement, Administration for 
                Children and Families, Department of Health and 
                Human Services (Parts 400--499)
         V  Foreign Claims Settlement Commission of the United 
                States, Department of Justice (Parts 500--599)
        VI  National Science Foundation (Parts 600--699)
       VII  Commission on Civil Rights (Parts 700--799)
      VIII  Office of Personnel Management (Parts 800--899) 
                [Reserved]
         X  Office of Community Services, Administration for 
                Children and Families, Department of Health and 
                Human Services (Parts 1000--1099)
        XI  National Foundation on the Arts and the Humanities 
                (Parts 1100--1199)
       XII  Corporation for National and Community Service (Parts 
                1200--1299)
      XIII  Office of Human Development Services, Department of 
                Health and Human Services (Parts 1300--1399)
       XVI  Legal Services Corporation (Parts 1600--1699)
      XVII  National Commission on Libraries and Information 
                Science (Parts 1700--1799)
     XVIII  Harry S. Truman Scholarship Foundation (Parts 1800--
                1899)
       XXI  Commission on Fine Arts (Parts 2100--2199)
     XXIII  Arctic Research Commission (Part 2301)
      XXIV  James Madison Memorial Fellowship Foundation (Parts 
                2400--2499)
       XXV  Corporation for National and Community Service (Parts 
                2500--2599)

                          Title 46--Shipping

         I  Coast Guard, Department of Homeland Security (Parts 
                1--199)
        II  Maritime Administration, Department of Transportation 
                (Parts 200--399)

[[Page 587]]

       III  Coast Guard (Great Lakes Pilotage), Department of 
                Homeland Security (Parts 400--499)
        IV  Federal Maritime Commission (Parts 500--599)

                      Title 47--Telecommunication

         I  Federal Communications Commission (Parts 0--199)
        II  Office of Science and Technology Policy and National 
                Security Council (Parts 200--299)
       III  National Telecommunications and Information 
                Administration, Department of Commerce (Parts 
                300--399)
        IV  National Telecommunications and Information 
                Administration, Department of Commerce, and 
                National Highway Traffic Safety Administration, 
                Department of Transportation (Parts 400--499)

           Title 48--Federal Acquisition Regulations System

         1  Federal Acquisition Regulation (Parts 1--99)
         2  Defense Acquisition Regulations System, Department of 
                Defense (Parts 200--299)
         3  Department of Health and Human Services (Parts 300--
                399)
         4  Department of Agriculture (Parts 400--499)
         5  General Services Administration (Parts 500--599)
         6  Department of State (Parts 600--699)
         7  Agency for International Development (Parts 700--799)
         8  Department of Veterans Affairs (Parts 800--899)
         9  Department of Energy (Parts 900--999)
        10  Department of the Treasury (Parts 1000--1099)
        12  Department of Transportation (Parts 1200--1299)
        13  Department of Commerce (Parts 1300--1399)
        14  Department of the Interior (Parts 1400--1499)
        15  Environmental Protection Agency (Parts 1500--1599)
        16  Office of Personnel Management, Federal Employees 
                Health Benefits Acquisition Regulation (Parts 
                1600--1699)
        17  Office of Personnel Management (Parts 1700--1799)
        18  National Aeronautics and Space Administration (Parts 
                1800--1899)
        19  Broadcasting Board of Governors (Parts 1900--1999)
        20  Nuclear Regulatory Commission (Parts 2000--2099)
        21  Office of Personnel Management, Federal Employees 
                Group Life Insurance Federal Acquisition 
                Regulation (Parts 2100--2199)
        23  Social Security Administration (Parts 2300--2399)
        24  Department of Housing and Urban Development (Parts 
                2400--2499)
        25  National Science Foundation (Parts 2500--2599)
        28  Department of Justice (Parts 2800--2899)

[[Page 588]]

        29  Department of Labor (Parts 2900--2999)
        30  Department of Homeland Security, Homeland Security 
                Acquisition Regulation (HSAR) (Parts 3000--3099)
        34  Department of Education Acquisition Regulation (Parts 
                3400--3499)
        51  Department of the Army Acquisition Regulations (Parts 
                5100--5199)
        52  Department of the Navy Acquisition Regulations (Parts 
                5200--5299)
        53  Department of the Air Force Federal Acquisition 
                Regulation Supplement [Reserved]
        54  Defense Logistics Agency, Department of Defense (Parts 
                5400--5499)
        57  African Development Foundation (Parts 5700--5799)
        61  General Services Administration Board of Contract 
                Appeals (Parts 6100--6199)
        63  Department of Transportation Board of Contract Appeals 
                (Parts 6300--6399)
        99  Cost Accounting Standards Board, Office of Federal 
                Procurement Policy, Office of Management and 
                Budget (Parts 9900--9999)

                       Title 49--Transportation

            Subtitle A--Office of the Secretary of Transportation 
                (Parts 1--99)
            Subtitle B--Other Regulations Relating to 
                Transportation
         I  Pipeline and Hazardous Materials Safety 
                Administration, Department of Transportation 
                (Parts 100--199)
        II  Federal Railroad Administration, Department of 
                Transportation (Parts 200--299)
       III  Federal Motor Carrier Safety Administration, 
                Department of Transportation (Parts 300--399)
        IV  Coast Guard, Department of Homeland Security (Parts 
                400--499)
         V  National Highway Traffic Safety Administration, 
                Department of Transportation (Parts 500--599)
        VI  Federal Transit Administration, Department of 
                Transportation (Parts 600--699)
       VII  National Railroad Passenger Corporation (AMTRAK) 
                (Parts 700--799)
      VIII  National Transportation Safety Board (Parts 800--999)
         X  Surface Transportation Board, Department of 
                Transportation (Parts 1000--1399)
        XI  Research and Innovative Technology Administration, 
                Department of Transportation [Reserved]
       XII  Transportation Security Administration, Department of 
                Homeland Security (Parts 1500--1699)

[[Page 589]]

                   Title 50--Wildlife and Fisheries

         I  United States Fish and Wildlife Service, Department of 
                the Interior (Parts 1--199)
        II  National Marine Fisheries Service, National Oceanic 
                and Atmospheric Administration, Department of 
                Commerce (Parts 200--299)
       III  International Fishing and Related Activities (Parts 
                300--399)
        IV  Joint Regulations (United States Fish and Wildlife 
                Service, Department of the Interior and National 
                Marine Fisheries Service, National Oceanic and 
                Atmospheric Administration, Department of 
                Commerce); Endangered Species Committee 
                Regulations (Parts 400--499)
         V  Marine Mammal Commission (Parts 500--599)
        VI  Fishery Conservation and Management, National Oceanic 
                and Atmospheric Administration, Department of 
                Commerce (Parts 600--699)

                      CFR Index and Finding Aids

            Subject/Agency Index
            List of Agency Prepared Indexes
            Parallel Tables of Statutory Authorities and Rules
            List of CFR Titles, Chapters, Subchapters, and Parts
            Alphabetical List of Agencies Appearing in the CFR

[[Page 591]]





           Alphabetical List of Agencies Appearing in the CFR




                     (Revised as of October 1, 2009)

                                                  CFR Title, Subtitle or 
                     Agency                               Chapter

Administrative Committee of the Federal Register  1, I
Advanced Research Projects Agency                 32, I
Advisory Council on Historic Preservation         36, VIII
African Development Foundation                    22, XV
  Federal Acquisition Regulation                  48, 57
Agency for International Development              22, II
  Federal Acquisition Regulation                  48, 7
Agricultural Marketing Service                    7, I, IX, X, XI
Agricultural Research Service                     7, V
Agriculture Department                            5, LXXIII
  Agricultural Marketing Service                  7, I, IX, X, XI
  Agricultural Research Service                   7, V
  Animal and Plant Health Inspection Service      7, III; 9, I
  Chief Financial Officer, Office of              7, XXX
  Commodity Credit Corporation                    7, XIV
  Cooperative State Research, Education, and      7, XXXIV
       Extension Service
  Economic Research Service                       7, XXXVII
  Energy, Office of                               2, IX; 7, XXIX
  Environmental Quality, Office of                7, XXXI
  Farm Service Agency                             7, VII, XVIII
  Federal Acquisition Regulation                  48, 4
  Federal Crop Insurance Corporation              7, IV
  Food and Nutrition Service                      7, II
  Food Safety and Inspection Service              9, III
  Foreign Agricultural Service                    7, XV
  Forest Service                                  36, II
  Grain Inspection, Packers and Stockyards        7, VIII; 9, II
       Administration
  Information Resources Management, Office of     7, XXVII
  Inspector General, Office of                    7, XXVI
  National Agricultural Library                   7, XLI
  National Agricultural Statistics Service        7, XXXVI
  Natural Resources Conservation Service          7, VI
  Operations, Office of                           7, XXVIII
  Procurement and Property Management, Office of  7, XXXII
  Rural Business-Cooperative Service              7, XVIII, XLII, L
  Rural Development Administration                7, XLII
  Rural Housing Service                           7, XVIII, XXXV, L
  Rural Telephone Bank                            7, XVI
  Rural Utilities Service                         7, XVII, XVIII, XLII, L
  Secretary of Agriculture, Office of             7, Subtitle A
  Transportation, Office of                       7, XXXIII
  World Agricultural Outlook Board                7, XXXVIII
Air Force Department                              32, VII
  Federal Acquisition Regulation Supplement       48, 53
Air Transportation Stabilization Board            14, VI
Alcohol and Tobacco Tax and Trade Bureau          27, I
Alcohol, Tobacco, Firearms, and Explosives,       27, II
     Bureau of
AMTRAK                                            49, VII
American Battle Monuments Commission              36, IV
American Indians, Office of the Special Trustee   25, VII
Animal and Plant Health Inspection Service        7, III; 9, I
Appalachian Regional Commission                   5, IX

[[Page 592]]

Architectural and Transportation Barriers         36, XI
     Compliance Board
Arctic Research Commission                        45, XXIII
Armed Forces Retirement Home                      5, XI
Army Department                                   32, V
  Engineers, Corps of                             33, II; 36, III
  Federal Acquisition Regulation                  48, 51
Benefits Review Board                             20, VII
Bilingual Education and Minority Languages        34, V
     Affairs, Office of
Blind or Severely Disabled, Committee for         41, 51
     Purchase From People Who Are
Broadcasting Board of Governors                   22, V
  Federal Acquisition Regulation                  48, 19
Census Bureau                                     15, I
Centers for Medicare & Medicaid Services          42, IV
Central Intelligence Agency                       32, XIX
Chief Financial Officer, Office of                7, XXX
Child Support Enforcement, Office of              45, III
Children and Families, Administration for         45, II, III, IV, X
Civil Rights, Commission on                       5, LXVIII; 45, VII
Civil Rights, Office for                          34, I
Coast Guard                                       33, I; 46, I; 49, IV
Coast Guard (Great Lakes Pilotage)                46, III
Commerce Department                               44, IV
  Census Bureau                                   15, I
  Economic Affairs, Under Secretary               37, V
  Economic Analysis, Bureau of                    15, VIII
  Economic Development Administration             13, III
  Emergency Management and Assistance             44, IV
  Federal Acquisition Regulation                  48, 13
  Fishery Conservation and Management             50, VI
  Foreign-Trade Zones Board                       15, IV
  Industry and Security, Bureau of                15, VII
  International Trade Administration              15, III; 19, III
  National Institute of Standards and Technology  15, II
  National Marine Fisheries Service               50, II, IV, VI
  National Oceanic and Atmospheric                15, IX; 50, II, III, IV, 
       Administration                             VI
  National Telecommunications and Information     15, XXIII; 47, III
       Administration
  National Weather Service                        15, IX
  Patent and Trademark Office, United States      37, I
  Productivity, Technology and Innovation,        37, IV
       Assistant Secretary for
  Secretary of Commerce, Office of                15, Subtitle A
  Technology, Under Secretary for                 37, V
  Technology Administration                       15, XI
  Technology Policy, Assistant Secretary for      37, IV
Commercial Space Transportation                   14, III
Commodity Credit Corporation                      7, XIV
Commodity Futures Trading Commission              5, XLI; 17, I
Community Planning and Development, Office of     24, V, VI
     Assistant Secretary for
Community Services, Office of                     45, X
Comptroller of the Currency                       12, I
Construction Industry Collective Bargaining       29, IX
     Commission
Consumer Product Safety Commission                5, LXXI; 16, II
Cooperative State Research, Education, and        7, XXXIV
     Extension Service
Copyright Office                                  37, II
Copyright Royalty Board                           37, III
Corporation for National and Community Service    2, XXII; 45, XII, XXV
Cost Accounting Standards Board                   48, 99
Council on Environmental Quality                  40, V
Court Services and Offender Supervision Agency    28, VIII
     for the District of Columbia
Customs and Border Protection Bureau              19, I
Defense Contract Audit Agency                     32, I
Defense Department                                5, XXVI; 32, Subtitle A; 
                                                  40, VII

[[Page 593]]

  Advanced Research Projects Agency               32, I
  Air Force Department                            32, VII
  Army Department                                 32, V; 33, II; 36, III, 
                                                  48, 51
  Defense Acquisition Regulations System          48, 2
  Defense Intelligence Agency                     32, I
  Defense Logistics Agency                        32, I, XII; 48, 54
  Engineers, Corps of                             33, II; 36, III
  Human Resources Management and Labor Relations  5, XCIX
       Systems
  National Imagery and Mapping Agency             32, I
  Navy Department                                 32, VI; 48, 52
  Secretary of Defense, Office of                 2, XI; 32, I
Defense Contract Audit Agency                     32, I
Defense Intelligence Agency                       32, I
Defense Logistics Agency                          32, XII; 48, 54
Defense Nuclear Facilities Safety Board           10, XVII
Delaware River Basin Commission                   18, III
District of Columbia, Court Services and          28, VIII
     Offender Supervision Agency for the
Drug Enforcement Administration                   21, II
East-West Foreign Trade Board                     15, XIII
Economic Affairs, Under Secretary                 37, V
Economic Analysis, Bureau of                      15, VIII
Economic Development Administration               13, III
Economic Research Service                         7, XXXVII
Education, Department of                          5, LIII
  Bilingual Education and Minority Languages      34, V
       Affairs, Office of
  Civil Rights, Office for                        34, I
  Educational Research and Improvement, Office    34, VII
       of
  Elementary and Secondary Education, Office of   34, II
  Federal Acquisition Regulation                  48, 34
  Postsecondary Education, Office of              34, VI
  Secretary of Education, Office of               34, Subtitle A
  Special Education and Rehabilitative Services,  34, III
       Office of
  Vocational and Adult Education, Office of       34, IV
Educational Research and Improvement, Office of   34, VII
Election Assistance Commission                    11, II
Elementary and Secondary Education, Office of     34, II
Emergency Oil and Gas Guaranteed Loan Board       13, V
Emergency Steel Guarantee Loan Board              13, IV
Employee Benefits Security Administration         29, XXV
Employees' Compensation Appeals Board             20, IV
Employees Loyalty Board                           5, V
Employment and Training Administration            20, V
Employment Standards Administration               20, VI
Endangered Species Committee                      50, IV
Energy, Department of                             5, XXIII; 10, II, III, X
  Federal Acquisition Regulation                  48, 9
  Federal Energy Regulatory Commission            5, XXIV; 18, I
  Property Management Regulations                 41, 109
Energy, Office of                                 7, XXIX
Engineers, Corps of                               33, II; 36, III
Engraving and Printing, Bureau of                 31, VI
Environmental Protection Agency                   2, XV; 5, LIV; 40, I, IV, 
                                                  VII
  Federal Acquisition Regulation                  48, 15
  Property Management Regulations                 41, 115
Environmental Quality, Office of                  7, XXXI
Equal Employment Opportunity Commission           5, LXII; 29, XIV
Equal Opportunity, Office of Assistant Secretary  24, I
     for
Executive Office of the President                 3, I
  Administration, Office of                       5, XV
  Environmental Quality, Council on               40, V
  Management and Budget, Office of                5, III, LXXVII; 14, VI; 
                                                  48, 99

[[Page 594]]

  National Drug Control Policy, Office of         21, III
  National Security Council                       32, XXI; 47, 2
  Presidential Documents                          3
  Science and Technology Policy, Office of        32, XXIV; 47, II
  Trade Representative, Office of the United      15, XX
       States
Export-Import Bank of the United States           2, XXXV; 5, LII; 12, IV
Family Assistance, Office of                      45, II
Farm Credit Administration                        5, XXXI; 12, VI
Farm Credit System Insurance Corporation          5, XXX; 12, XIV
Farm Service Agency                               7, VII, XVIII
Federal Acquisition Regulation                    48, 1
Federal Aviation Administration                   14, I
  Commercial Space Transportation                 14, III
Federal Claims Collection Standards               31, IX
Federal Communications Commission                 5, XXIX; 47, I
Federal Contract Compliance Programs, Office of   41, 60
Federal Crop Insurance Corporation                7, IV
Federal Deposit Insurance Corporation             5, XXII; 12, III
Federal Election Commission                       11, I
Federal Emergency Management Agency               44, I
Federal Employees Group Life Insurance Federal    48, 21
     Acquisition Regulation
Federal Employees Health Benefits Acquisition     48, 16
     Regulation
Federal Energy Regulatory Commission              5, XXIV; 18, I
Federal Financial Institutions Examination        12, XI
     Council
Federal Financing Bank                            12, VIII
Federal Highway Administration                    23, I, II
Federal Home Loan Mortgage Corporation            1, IV
Federal Housing Enterprise Oversight Office       12, XVII
Federal Housing Finance Agency                    12, XII
Federal Housing Finance Board                     12, IX
Federal Labor Relations Authority, and General    5, XIV; 22, XIV
     Counsel of the Federal Labor Relations 
     Authority
Federal Law Enforcement Training Center           31, VII
Federal Management Regulation                     41, 102
Federal Maritime Commission                       46, IV
Federal Mediation and Conciliation Service        29, XII
Federal Mine Safety and Health Review Commission  5, LXXIV; 29, XXVII
Federal Motor Carrier Safety Administration       49, III
Federal Prison Industries, Inc.                   28, III
Federal Procurement Policy Office                 48, 99
Federal Property Management Regulations           41, 101
Federal Railroad Administration                   49, II
Federal Register, Administrative Committee of     1, I
Federal Register, Office of                       1, II
Federal Reserve System                            12, II
  Board of Governors                              5, LVIII
Federal Retirement Thrift Investment Board        5, VI, LXXVI
Federal Service Impasses Panel                    5, XIV
Federal Trade Commission                          5, XLVII; 16, I
Federal Transit Administration                    49, VI
Federal Travel Regulation System                  41, Subtitle F
Fine Arts, Commission on                          45, XXI
Fiscal Service                                    31, II
Fish and Wildlife Service, United States          50, I, IV
Fishery Conservation and Management               50, VI
Food and Drug Administration                      21, I
Food and Nutrition Service                        7, II
Food Safety and Inspection Service                9, III
Foreign Agricultural Service                      7, XV
Foreign Assets Control, Office of                 31, V
Foreign Claims Settlement Commission of the       45, V
     United States
Foreign Service Grievance Board                   22, IX
Foreign Service Impasse Disputes Panel            22, XIV
Foreign Service Labor Relations Board             22, XIV
Foreign-Trade Zones Board                         15, IV
Forest Service                                    36, II

[[Page 595]]

General Services Administration                   5, LVII; 41, 105
  Contract Appeals, Board of                      48, 61
  Federal Acquisition Regulation                  48, 5
  Federal Management Regulation                   41, 102
  Federal Property Management Regulations         41, 101
  Federal Travel Regulation System                41, Subtitle F
  General                                         41, 300
  Payment From a Non-Federal Source for Travel    41, 304
       Expenses
  Payment of Expenses Connected With the Death    41, 303
       of Certain Employees
  Relocation Allowances                           41, 302
  Temporary Duty (TDY) Travel Allowances          41, 301
Geological Survey                                 30, IV
Government Accountability Office                  4, I
Government Ethics, Office of                      5, XVI
Government National Mortgage Association          24, III
Grain Inspection, Packers and Stockyards          7, VIII; 9, II
     Administration
Harry S. Truman Scholarship Foundation            45, XVIII
Health and Human Services, Department of          2, III; 5, XLV; 45, 
                                                  Subtitle A,
  Centers for Medicare & Medicaid Services        42, IV
  Child Support Enforcement, Office of            45, III
  Children and Families, Administration for       45, II, III, IV, X
  Community Services, Office of                   45, X
  Family Assistance, Office of                    45, II
  Federal Acquisition Regulation                  48, 3
  Food and Drug Administration                    21, I
  Human Development Services, Office of           45, XIII
  Indian Health Service                           25, V
  Inspector General (Health Care), Office of      42, V
  Public Health Service                           42, I
  Refugee Resettlement, Office of                 45, IV
Homeland Security, Department of                  2, XXX; 6, I
  Coast Guard                                     33, I; 46, I; 49, IV
  Coast Guard (Great Lakes Pilotage)              46, III
  Customs and Border Protection Bureau            19, I
  Federal Emergency Management Agency             44, I
  Human Resources Management and Labor Relations  5, XCVII
       Systems
  Immigration and Customs Enforcement Bureau      19, IV
  Immigration and Naturalization                  8, I
  Transportation Security Administration          49, XII
HOPE for Homeowners Program, Board of Directors   24, XXIV
     of
Housing and Urban Development, Department of      2, XXIV; 5, LXV; 24, 
                                                  Subtitle B
  Community Planning and Development, Office of   24, V, VI
       Assistant Secretary for
  Equal Opportunity, Office of Assistant          24, I
       Secretary for
  Federal Acquisition Regulation                  48, 24
  Federal Housing Enterprise Oversight, Office    12, XVII
       of
  Government National Mortgage Association        24, III
  Housing--Federal Housing Commissioner, Office   24, II, VIII, X, XX
       of Assistant Secretary for
  Housing, Office of, and Multifamily Housing     24, IV
       Assistance Restructuring, Office of
  Inspector General, Office of                    24, XII
  Public and Indian Housing, Office of Assistant  24, IX
       Secretary for
  Secretary, Office of                            24, Subtitle A, VII
Housing--Federal Housing Commissioner, Office of  24, II, VIII, X, XX
     Assistant Secretary for
Housing, Office of, and Multifamily Housing       24, IV
     Assistance Restructuring, Office of
Human Development Services, Office of             45, XIII
Immigration and Customs Enforcement Bureau        19, IV
Immigration and Naturalization                    8, I
Immigration Review, Executive Office for          8, V
Independent Counsel, Office of                    28, VII

[[Page 596]]

Indian Affairs, Bureau of                         25, I, V
Indian Affairs, Office of the Assistant           25, VI
     Secretary
Indian Arts and Crafts Board                      25, II
Indian Health Service                             25, V
Industry and Security, Bureau of                  15, VII
Information Resources Management, Office of       7, XXVII
Information Security Oversight Office, National   32, XX
     Archives and Records Administration
Inspector General
  Agriculture Department                          7, XXVI
  Health and Human Services Department            42, V
  Housing and Urban Development Department        24, XII
Institute of Peace, United States                 22, XVII
Inter-American Foundation                         5, LXIII; 22, X
Interior Department
  American Indians, Office of the Special         25, VII
       Trustee
  Endangered Species Committee                    50, IV
  Federal Acquisition Regulation                  48, 14
  Federal Property Management Regulations System  41, 114
  Fish and Wildlife Service, United States        50, I, IV
  Geological Survey                               30, IV
  Indian Affairs, Bureau of                       25, I, V
  Indian Affairs, Office of the Assistant         25, VI
       Secretary
  Indian Arts and Crafts Board                    25, II
  Land Management, Bureau of                      43, II
  Minerals Management Service                     30, II
  National Indian Gaming Commission               25, III
  National Park Service                           36, I
  Reclamation, Bureau of                          43, I
  Secretary of the Interior, Office of            2, XIV; 43, Subtitle A
  Surface Mining and Reclamation Appeals, Board   30, III
       of
  Surface Mining Reclamation and Enforcement,     30, VII
       Office of
Internal Revenue Service                          26, I
International Boundary and Water Commission,      22, XI
     United States and Mexico, United States 
     Section
International Development, United States Agency   22, II
     for
  Federal Acquisition Regulation                  48, 7
International Development Cooperation Agency,     22, XII
     United States
International Fishing and Related Activities      50, III
International Joint Commission, United States     22, IV
     and Canada
International Organizations Employees Loyalty     5, V
     Board
International Trade Administration                15, III; 19, III
International Trade Commission, United States     19, II
Interstate Commerce Commission                    5, XL
Investment Security, Office of                    31, VIII
James Madison Memorial Fellowship Foundation      45, XXIV
Japan-United States Friendship Commission         22, XVI
Joint Board for the Enrollment of Actuaries       20, VIII
Justice Department                                2, XXVII; 5, XXVIII; 28, 
                                                  I, XI; 40, IV
  Alcohol, Tobacco, Firearms, and Explosives,     27, II
       Bureau of
  Drug Enforcement Administration                 21, II
  Federal Acquisition Regulation                  48, 28
  Federal Claims Collection Standards             31, IX
  Federal Prison Industries, Inc.                 28, III
  Foreign Claims Settlement Commission of the     45, V
       United States
  Immigration Review, Executive Office for        8, V
  Offices of Independent Counsel                  28, VI
  Prisons, Bureau of                              28, V
  Property Management Regulations                 41, 128
Labor Department                                  5, XLII
  Benefits Review Board                           20, VII
  Employee Benefits Security Administration       29, XXV
  Employees' Compensation Appeals Board           20, IV
  Employment and Training Administration          20, V

[[Page 597]]

  Employment Standards Administration             20, VI
  Federal Acquisition Regulation                  48, 29
  Federal Contract Compliance Programs, Office    41, 60
       of
  Federal Procurement Regulations System          41, 50
  Labor-Management Standards, Office of           29, II, IV
  Mine Safety and Health Administration           30, I
  Occupational Safety and Health Administration   29, XVII
  Public Contracts                                41, 50
  Secretary of Labor, Office of                   29, Subtitle A
  Veterans' Employment and Training Service,      41, 61; 20, IX
       Office of the Assistant Secretary for
  Wage and Hour Division                          29, V
  Workers' Compensation Programs, Office of       20, I
Labor-Management Standards, Office of             29, II, IV
Land Management, Bureau of                        43, II
Legal Services Corporation                        45, XVI
Library of Congress                               36, VII
  Copyright Office                                37, II
  Copyright Royalty Board                         37, III
Local Television Loan Guarantee Board             7, XX
Management and Budget, Office of                  5, III, LXXVII; 14, VI; 
                                                  48, 99
Marine Mammal Commission                          50, V
Maritime Administration                           46, II
Merit Systems Protection Board                    5, II, LXIV
Micronesian Status Negotiations, Office for       32, XXVII
Millenium Challenge Corporation                   22, XIII
Mine Safety and Health Administration             30, I
Minerals Management Service                       30, II
Minority Business Development Agency              15, XIV
Miscellaneous Agencies                            1, IV
Monetary Offices                                  31, I
Morris K. Udall Scholarship and Excellence in     36, XVI
     National Environmental Policy Foundation
Museum and Library Services, Institute of         2, XXXI
National Aeronautics and Space Administration     2, XVIII; 5, LIX; 14, V
  Federal Acquisition Regulation                  48, 18
National Agricultural Library                     7, XLI
National Agricultural Statistics Service          7, XXXVI
National and Community Service, Corporation for   45, XII, XXV
National Archives and Records Administration      2, XXVI; 5, LXVI; 36, XII
  Information Security Oversight Office           32, XX
National Capital Planning Commission              1, IV
National Commission for Employment Policy         1, IV
National Commission on Libraries and Information  45, XVII
     Science
National Council on Disability                    34, XII
National Counterintelligence Center               32, XVIII
National Credit Union Administration              12, VII
National Crime Prevention and Privacy Compact     28, IX
     Council
National Drug Control Policy, Office of           21, III
National Endowment for the Arts                   2, XXXII
National Endowment for the Humanities             2, XXXIII
National Foundation on the Arts and the           45, XI
     Humanities
National Highway Traffic Safety Administration    23, II, III; 49, V
National Imagery and Mapping Agency               32, I
National Indian Gaming Commission                 25, III
National Institute for Literacy                   34, XI
National Institute of Standards and Technology    15, II
National Intelligence, Office of Director of      32, XVII
National Labor Relations Board                    5, LXI; 29, I
National Marine Fisheries Service                 50, II, IV, VI
National Mediation Board                          29, X
National Oceanic and Atmospheric Administration   15, IX; 50, II, III, IV, 
                                                  VI
National Park Service                             36, I
National Railroad Adjustment Board                29, III
National Railroad Passenger Corporation (AMTRAK)  49, VII

[[Page 598]]

National Science Foundation                       2, XXV; 5, XLIII; 45, VI
  Federal Acquisition Regulation                  48, 25
National Security Council                         32, XXI
National Security Council and Office of Science   47, II
     and Technology Policy
National Telecommunications and Information       15, XXIII; 47, III
     Administration
National Transportation Safety Board              49, VIII
Natural Resources Conservation Service            7, VI
Navajo and Hopi Indian Relocation, Office of      25, IV
Navy Department                                   32, VI
  Federal Acquisition Regulation                  48, 52
Neighborhood Reinvestment Corporation             24, XXV
Northeast Interstate Low-Level Radioactive Waste  10, XVIII
     Commission
Nuclear Regulatory Commission                     5, XLVIII; 10, I
  Federal Acquisition Regulation                  48, 20
Occupational Safety and Health Administration     29, XVII
Occupational Safety and Health Review Commission  29, XX
Offices of Independent Counsel                    28, VI
Oklahoma City National Memorial Trust             36, XV
Operations Office                                 7, XXVIII
Overseas Private Investment Corporation           5, XXXIII; 22, VII
Patent and Trademark Office, United States        37, I
Payment From a Non-Federal Source for Travel      41, 304
     Expenses
Payment of Expenses Connected With the Death of   41, 303
     Certain Employees
Peace Corps                                       22, III
Pennsylvania Avenue Development Corporation       36, IX
Pension Benefit Guaranty Corporation              29, XL
Personnel Management, Office of                   5, I, XXXV; 45, VIII
  Human Resources Management and Labor Relations  5, XCIX
       Systems, Department of Defense
  Human Resources Management and Labor Relations  5, XCVII
       Systems, Department of Homeland Security
  Federal Acquisition Regulation                  48, 17
  Federal Employees Group Life Insurance Federal  48, 21
       Acquisition Regulation
  Federal Employees Health Benefits Acquisition   48, 16
       Regulation
Pipeline and Hazardous Materials Safety           49, I
     Administration
Postal Regulatory Commission                      5, XLVI; 39, III
Postal Service, United States                     5, LX; 39, I
Postsecondary Education, Office of                34, VI
President's Commission on White House             1, IV
     Fellowships
Presidential Documents                            3
Presidio Trust                                    36, X
Prisons, Bureau of                                28, V
Procurement and Property Management, Office of    7, XXXII
Productivity, Technology and Innovation,          37, IV
     Assistant Secretary
Public Contracts, Department of Labor             41, 50
Public and Indian Housing, Office of Assistant    24, IX
     Secretary for
Public Health Service                             42, I
Railroad Retirement Board                         20, II
Reclamation, Bureau of                            43, I
Recovery Accountability and Transparency Board    4, II
Refugee Resettlement, Office of                   45, IV
Relocation Allowances                             41, 302
Research and Innovative Technology                49, XI
     Administration
Rural Business-Cooperative Service                7, XVIII, XLII, L
Rural Development Administration                  7, XLII
Rural Housing Service                             7, XVIII, XXXV, L
Rural Telephone Bank                              7, XVI
Rural Utilities Service                           7, XVII, XVIII, XLII, L
Saint Lawrence Seaway Development Corporation     33, IV
Science and Technology Policy, Office of          32, XXIV
Science and Technology Policy, Office of, and     47, II
   National Security Council
[[Page 599]]

Secret Service                                    31, IV
Securities and Exchange Commission                17, II
Selective Service System                          32, XVI
Small Business Administration                     2, XXVII; 13, I
Smithsonian Institution                           36, V
Social Security Administration                    2, XXIII; 20, III; 48, 23
Soldiers' and Airmen's Home, United States        5, XI
Special Counsel, Office of                        5, VIII
Special Education and Rehabilitative Services,    34, III
     Office of
State Department                                  2, VI; 22, I; 28, XI
  Federal Acquisition Regulation                  48, 6
Surface Mining and Reclamation Appeals, Board of  30, III
Surface Mining Reclamation and Enforcement,       30, VII
     Office of
Surface Transportation Board                      49, X
Susquehanna River Basin Commission                18, VIII
Technology Administration                         15, XI
Technology Policy, Assistant Secretary for        37, IV
Technology, Under Secretary for                   37, V
Tennessee Valley Authority                        5, LXIX; 18, XIII
Thrift Supervision Office, Department of the      12, V
     Treasury
Trade Representative, United States, Office of    15, XX
Transportation, Department of                     2, XII; 5, L
  Commercial Space Transportation                 14, III
  Contract Appeals, Board of                      48, 63
  Emergency Management and Assistance             44, IV
  Federal Acquisition Regulation                  48, 12
  Federal Aviation Administration                 14, I
  Federal Highway Administration                  23, I, II
  Federal Motor Carrier Safety Administration     49, III
  Federal Railroad Administration                 49, II
  Federal Transit Administration                  49, VI
  Maritime Administration                         46, II
  National Highway Traffic Safety Administration  23, II, III; 49, V
  Pipeline and Hazardous Materials Safety         49, I
       Administration
  Saint Lawrence Seaway Development Corporation   33, IV
  Secretary of Transportation, Office of          14, II; 49, Subtitle A
  Surface Transportation Board                    49, X
  Transportation Statistics Bureau                49, XI
Transportation, Office of                         7, XXXIII
Transportation Security Administration            49, XII
Transportation Statistics Bureau                  49, XI
Travel Allowances, Temporary Duty (TDY)           41, 301
Treasury Department                               5, XXI; 12, XV; 17, IV; 
                                                  31, IX
  Alcohol and Tobacco Tax and Trade Bureau        27, I
  Community Development Financial Institutions    12, XVIII
       Fund
  Comptroller of the Currency                     12, I
  Customs and Border Protection Bureau            19, I
  Engraving and Printing, Bureau of               31, VI
  Federal Acquisition Regulation                  48, 10
  Federal Claims Collection Standards             31, IX
  Federal Law Enforcement Training Center         31, VII
  Fiscal Service                                  31, II
  Foreign Assets Control, Office of               31, V
  Internal Revenue Service                        26, I
  Investment Security, Office of                  31, VIII
  Monetary Offices                                31, I
  Secret Service                                  31, IV
  Secretary of the Treasury, Office of            31, Subtitle A
  Thrift Supervision, Office of                   12, V
Truman, Harry S. Scholarship Foundation           45, XVIII
United States and Canada, International Joint     22, IV
     Commission
United States and Mexico, International Boundary  22, XI
     and Water Commission, United States Section
Utah Reclamation Mitigation and Conservation      43, III
     Commission
Veterans Affairs Department                       2, VIII; 38, I
  Federal Acquisition Regulation                  48, 8

[[Page 600]]

Veterans' Employment and Training Service,        41, 61; 20, IX
     Office of the Assistant Secretary for
Vice President of the United States, Office of    32, XXVIII
Vocational and Adult Education, Office of         34, IV
Wage and Hour Division                            29, V
Water Resources Council                           18, VI
Workers' Compensation Programs, Office of         20, I
World Agricultural Outlook Board                  7, XXXVIII

[[Page 601]]







                      Table of OMB Control Numbers



The OMB control numbers for chapter I of title 48 were consolidated into 
section 1.106. Section 1.106 is reprinted below for the convenience of 
the user.

1.106  OMB approval under the Paperwork Reduction Act.

    The Paperwork Reduction Act of 1980 (Pub. L. 96-511) imposes a 
requirement on Federal agencies to obtain approval from the Office of 
Management and Budget (OMB) before collecting information from 10 or 
more members of the public. The information collection and recordkeeping 
requirements contained in this regulation have been approved by the OMB. 
The following OMB control numbers apply:

------------------------------------------------------------------------
                                                             OMB control
                        FAR segment                              No.
------------------------------------------------------------------------
3.103......................................................    9000-0018
3.4........................................................    9000-0003
4.102......................................................    9000-0033
4.7........................................................    9000-0034
4.9........................................................    9000-0097
4.605......................................................    9000-0145
4.607......................................................    9000-0145
5.405......................................................    9000-0036
7.2........................................................    9000-0082
8.5........................................................    9000-0113
9.1........................................................    9000-0011
9.2........................................................    9000-0020
14.201.....................................................    9000-0034
14.202-4...................................................    9000-0040
14.202-5...................................................    9000-0039
14.205.....................................................    9000-0037
14.214.....................................................    9000-0105
14.407.....................................................    9000-0038
14.5.......................................................    9000-0041
15.2.......................................................    9000-0037
15.209.....................................................    9000-0034
15.4.......................................................    9000-0013
15.404-1(f)................................................    9000-0080
15.407-2...................................................    9000-0078
15.408.....................................................    9000-0115
19.7.......................................................    9000-0006
                                                                     and
                                                               9000-0007
19.12......................................................    9000-0150
22.103.....................................................    9000-0065
22.8.......................................................    1215-0072
22.11......................................................    9000-0066
22.13......................................................    1215-0072
22.14......................................................    1215-0072
23.9.......................................................    9000-0139
23.602.....................................................    9000-0107
27.3.......................................................    9000-0095
27.4.......................................................    9000-0090
28.1.......................................................    9000-0045
28.2.......................................................    9000-0045
29.304.....................................................    9000-0059
30.6.......................................................    9000-0129
31.205-46..................................................    9000-0079
31.205-46(a)(3)............................................    9000-0088
32.........................................................    9000-0035
32.000.....................................................    9000-0138
32.1.......................................................    9000-0070
                                                                     and
                                                               9000-0138
32.2.......................................................    9000-0138
32.4.......................................................    9000-0073
32.5.......................................................    9000-0010
                                                                     and
                                                               9000-0138
32.7.......................................................    9000-0074
32.9.......................................................    9000-0102
32.10......................................................    9000-0138
33.........................................................    9000-0035
34.1.......................................................    9000-0132
36.213-2...................................................    9000-0037
36.603.....................................................    9000-0157
41.202(c)..................................................    9000-0125
42.7.......................................................    9000-0013
42.12......................................................    9000-0076
42.13......................................................    9000-0076
43.205(f)..................................................    9000-0026
45.........................................................    9000-0075
46.........................................................    9000-0077
47.........................................................    9000-0061
47.208.....................................................    9000-0056
48.........................................................    9000-0027
49.........................................................    9000-0028
50.........................................................    9000-0029
51.1.......................................................    9000-0031
51.2.......................................................    9000-0032
52.203-2...................................................    9000-0018
52.203-7...................................................    9000-0091
52.204-3...................................................    9000-0097
52.204-6...................................................    9000-0145
52.204-7...................................................    9000-0159
52.207-3...................................................    9000-0114
52.211-8...................................................    9000-0043
52.211-9...................................................    9000-0043
52.212-1(k)................................................    9000-0159
52.212-3...................................................    9000-0136
52.212-4(t)................................................    9000-0159
52.214-14..................................................    9000-0047
52.214-15..................................................    9000-0044
52.214-16..................................................    9000-0044
52.214-21..................................................    9000-0039
52.214-26..................................................    9000-0034
52.214-28..................................................    9000-0013
52.215-1(c)(2)(iv).........................................    9000-0048
52.215-1(d)................................................    9000-0044
52.215-2...................................................    9000-0034
52.215-6...................................................    9000-0047
52.215-9...................................................    9000-0078
52.215-12..................................................    9000-0013
52.215-13..................................................    9000-0013
52.215-14..................................................    9000-0080
52.215-19..................................................    9000-0115
52.215-20..................................................    9000-0013

[[Page 602]]

 
52.215-21..................................................    9000-0013
52.216-2...................................................    9000-0068
52.216-3...................................................    9000-0068
52.216-4...................................................    9000-0068
52.216-5...................................................    9000-0071
52.216-6...................................................    9000-0071
52.216-7...................................................    9000-0069
52.216-10..................................................    9000-0067
52.216-15..................................................    9000-0069
52.216-16..................................................    9000-0067
52.216-17..................................................    9000-0067
52.219-9...................................................    9000-0006
                                                               and 9000-
                                                                    0007
52.219-10..................................................    9000-0006
52.219-19..................................................    9000-0100
52.219-20..................................................    9000-0100
52.219-21..................................................    9000-0100
52.219-22..................................................    9000-0150
52.219-23..................................................    9000-0150
52.219-25..................................................    9000-0150
52.219-28..................................................    9000-0163
52.222-2...................................................    9000-0065
52.222-4...................................................    1215-0119
52.222-6...................................................    1215-0140
52.222-8...................................................    1215-0149
                                                                     and
                                                               1215-0017
52.222-11..................................................    9000-0014
52.222-18..................................................    9000-0127
52.222-21..................................................    1215-0072
52.222-22..................................................    1215-0072
52.222-23..................................................    1215-0072
52.222-25..................................................    1215-0072
52.222-26..................................................    1215-0072
52.222-27..................................................    1215-0072
52.222-32..................................................    9000-0154
52.222-35..................................................    1215-0072
52.222-36..................................................    1215-0072
52.222-41..................................................    1215-0017
                                                                     and
                                                               1215-0150
52.222-46..................................................    9000-0066
52.223-4...................................................    9000-0134
52.223-5...................................................    9000-0147
52.223-6(b)(5).............................................    9000-0101
52.223-9...................................................    9000-0134
52.223-13..................................................    9000-0139
52.223-14..................................................    9000-0139
52.225-2...................................................    9000-0024
52.225-4...................................................    9000-0130
52.225-6...................................................    9000-0025
52.225-8...................................................    9000-0022
52.225-9...................................................    9000-0141
52.225-11..................................................    9000-0141
52.225-18..................................................    9000-0161
52.225-21..................................................    9000-0141
52.225-23..................................................    9000-0141
52.227-14..................................................    9000-0090
52.227-15..................................................    9000-0090
52.227-16..................................................    9000-0090
52.227-17..................................................    9000-0090
52.227-18..................................................    9000-0090
52.227-19..................................................    9000-0090
52.227-20..................................................    9000-0090
52.227-21..................................................    9000-0090
52.227-22..................................................    9000-0090
52.227-23..................................................    9000-0090
52.228-1...................................................    9000-0045
52.228-2...................................................    9000-0045
52.228-12..................................................    9000-0135
52.228-13..................................................    9000-0045
52.228-15..................................................    9000-0045
52.228-16..................................................    9000-0045
52.229-2...................................................    9000-0059
52.230-6...................................................    9000-0129
52.232-1...................................................    9000-0070
52.232-2...................................................    9000-0070
52.232-3...................................................    9000-0070
52.232-4...................................................    9000-0070
52.232-5...................................................    9000-0070
52.232-6...................................................    9000-0070
52.232-7...................................................    9000-0070
52.232-8...................................................    9000-0070
52.232-9...................................................    9000-0070
52.232-10..................................................    9000-0070
52.232-11..................................................    9000-0070
52.232-12..................................................    9000-0073
52.232-13..................................................    9000-0010
52.232-14..................................................    9000-0010
52.232-15..................................................    9000-0010
52.232-16..................................................    9000-0010
52.232-20..................................................    9000-0074
52.232-22..................................................    9000-0074
52.232-27..................................................    9000-0102
52.232-29..................................................    9000-0138
52.232-30..................................................    9000-0138
52.232-31..................................................    9000-0138
52.232-32..................................................    9000-0138
52.233-1...................................................    9000-0035
52.233-7...................................................    9000-0117
52.234-1...................................................    9000-0133
52.236-5...................................................    9000-0062
52.236-13..................................................    1220-0029
                                                                     and
                                                               9000-0060
52.236-15..................................................    9000-0058
52.236-19..................................................    9000-0064
52.241-1...................................................    9000-0126
52.241-3...................................................    9000-0122
52.241-7...................................................    9000-0123
52.241-13..................................................    9000-0124
52.243-1...................................................    9000-0026
52.243-2...................................................    9000-0026
52.243-3...................................................    9000-0026
52.243-4...................................................    9000-0026
52.243-6...................................................    9000-0026
52.243-7...................................................    9000-0026
52.245-1...................................................    9000-0075
52.245-9...................................................    9000-0075
52.246-2...................................................    9000-0077
52.246-3...................................................    9000-0077
52.246-4...................................................    9000-0077
52.246-5...................................................    9000-0077
52.246-6...................................................    9000-0077
52.246-7...................................................    9000-0077
52.246-8...................................................    9000-0077
52.246-10..................................................    9000-0077
52.246-12..................................................    9000-0077
52.246-15..................................................    9000-0077
52.247-2...................................................    9000-0053
52.247-29..................................................    9000-0061
52.247-30..................................................    9000-0061
52.247-31..................................................    9000-0061
52.247-32..................................................    9000-0061
52.247-33..................................................    9000-0061
52.247-34..................................................    9000-0061
52.247-35..................................................    9000-0061
52.247-36..................................................    9000-0061
52.247-37..................................................    9000-0061
52.247-38..................................................    9000-0061
52.247-39..................................................    9000-0061
52.247-40..................................................    9000-0061
52.247-41..................................................    9000-0061
52.247-42..................................................    9000-0061
52.247-43..................................................    9000-0061

[[Page 603]]

 
52.247-44..................................................    9000-0061
52.247-48..................................................    9000-0061
52.247-51..................................................    9000-0057
52.247-53..................................................    9000-0055
52.247-57..................................................    9000-0061
52.247-63..................................................    9000-0054
52.247-64..................................................    9000-0061
52.247-68..................................................    9000-0056
52.248-1...................................................    9000-0027
52.248-2...................................................    9000-0027
52.248-3...................................................    9000-0027
52.249-2...................................................    9000-0028
52.249-3...................................................    9000-0028
52.249-5...................................................    9000-0028
52.249-6...................................................    9000-0028
52.249-11..................................................    9000-0028
52.250-1...................................................    9000-0029
SF 24......................................................    9000-0045
SF 25......................................................    9000-0045
SF 25-A....................................................    9000-0045
SF 28......................................................    9000-0001
SF 34......................................................    9000-0045
SF 35......................................................    9000-0045
SF 273.....................................................    9000-0045
SF 274.....................................................    9000-0045
SF 275.....................................................    9000-0045
SF 330.....................................................    9000-0157
SF 1403....................................................    9000-0011
SF 1404....................................................    9000-0011
SF 1405....................................................    9000-0011
SF 1406....................................................    9000-0011
SF 1407....................................................    9000-0011
SF 1408....................................................    9000-0011
SF 1413....................................................    9000-0014
SF 1416....................................................    9000-0045
SF 1418....................................................    9000-0045
SF 1428....................................................    9000-0075
SF 1429....................................................    9000-0075
SF 1435....................................................    9000-0012
SF 1436....................................................    9000-0012
SF 1437....................................................    9000-0012
SF 1438....................................................    9000-0012
SF 1439....................................................    9000-0012
SF 1440....................................................    9000-0012
SF 1443....................................................    9000-0010
SF 1444....................................................    9000-0089
SF 1445....................................................    9000-0089
SF 1446....................................................    9000-0089
------------------------------------------------------------------------


[59 FR 67065, Dec. 28, 1994. Redesignated at 60 FR 34733, 34736, July 3, 
1995, as amended at 60 FR 42650, 42665, Aug. 16, 1995; 60 FR 48211, 
Sept. 18, 1995; 60 FR 49710, Sept. 26, 1995; 61 FR 18916, Apr. 29, 1996; 
61 FR 39188, July 26, 1996; 61 FR 67410, 67430, Dec. 20, 1996; 61 FR 
69287, Dec. 31, 1996; 62 FR 227, 235, 271, Jan. 2, 1997; 62 FR 44806, 
44810, Aug. 22, 1997; 62 FR 51229, 51270, Sept. 30, 1997; 63 FR 9050, 
9051, Feb. 23, 1998; 63 FR 35720, June 30, 1998; 63 FR 36121, July 1, 
1998; 63 FR 58602, Oct. 30, 1998; 63 FR 70292, Dec. 18, 1998; 64 FR 
10532, 10549, Mar. 4, 1999; 64 FR 32748, June 17, 1999; 64 FR 51850, 
Sept. 24, 1999; 64 FR 72416, 72417, Dec. 27, 1999; 65 FR 16286, Mar. 27, 
2000; 66 FR 53480, Oct. 22, 2001; 67 FR 13050, Mar. 20, 2002; 68 FR 
43856, July 24, 2003; 68 FR 56672, Oct. 1, 2003; 68 FR 69231, Dec. 11, 
2003; 69 FR 59699, Oct. 5, 2004; 71 FR 202, Jan. 3, 2006; 72 FR 27383, 
May 15, 2007; 72 FR 46327, Aug. 17, 2007; 72 FR 63089, Nov. 7, 2007; 73 
FR 21776, 21781, Apr. 22, 2008; 74 FR 14626, Mar. 31, 2009; 74 FR 11825, 
Mar. 19, 2009]

[[Page 605]]



List of CFR Sections Affected



All changes in this volume of the Code of Federal Regulations that were 
made by documents published in the Federal Register since January 1, 
2001, are enumerated in the following list. Entries indicate the nature 
of the changes effected. Page numbers refer to Federal Register pages. 
The user should consult the entries for chapters and parts as well as 
sections for revisions.
For the period before January 1, 2001, see the ``List of CFR Sections 
Affected, 1973-1985, and 1986-2000,'' published in eight separate 
volumes.

                                  2001

48 CFR
                                                                   66 FR
                                                                    Page
52.101 (a) amended..................................................2134
    Regulation at 66 FR 2134 eff. date delayed.....................14260
52.202-1 Amended; introductory text revised.........................2134
    Regulation at 66 FR 2134 eff. date delayed.....................14260
    Clause amended.................................................53484
52.208-9 Heading revised; clause amended...........................65368
52.209-5 Amended; interim..........................................17756
    (a)(1)(i)(D) corrected.........................................18735
    Regulation at 65 FR 80265 and 66 FR 17756 stay terminated......66985
    Clause amended..........................................66990, 66986
52.212-1 Regulation at 65 FR 46058 confirmed.......................65370
52.212-3 Amended..............................................2134, 5348
    Regulation at 66 FR 2134 eff. date delayed.....................14260
    Amended; interim...............................................17756
    Corrected......................................................18735
    Regulation at 65 FR 46058 confirmed............................65370
    Regulation at 65 FR 80266 and 66 FR 17756 stay terminated......66985
    Clause amended..........................................66990, 66986
52.212-4 Amended...............................2139, 53485, 65360, 43514
52.212-5 Amended.............................................5348, 53489
    Amended; interim...............................................27417
52.213-4 Amended................................2140, 5348, 53489, 65360
52.214-21 Amended...................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.215-1 Amended....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.216-7 Amended...................................................65360
52.216-13 Amended..................................................65361
52.219-1 Amended....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
    Regulation at 65 FR 46058 confirmed............................65370
52.219-9 Amended; interim..........................................53493
    Regulation at 65 FR 46058 confirmed............................65370
52.219-10 Amended; interim.........................................53493
52.219-19 Regulation at 65 FR 46058 confirmed......................65370
52.219-23 Amended...................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.219-24 Regulation at 65 FR 46058 confirmed......................65370
52.219-26 Regulation at 65 FR 46058 confirmed......................65370
52.222-18 Added.....................................................5349
52.222-19 Added.....................................................5349
    Amended........................................................65371
52.222-30 Added....................................................53482
52.222-31 Added....................................................53482
52.222-32 Added....................................................53482
52.222-35 Revised..................................................53490
52.222-37 Revised..................................................53491
52.222-38 Added....................................................53491
52.222-50 Removed; interim.........................................27417
52.223-6 Amended....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.223-11 Amended...................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260

[[Page 606]]

52.223-13 Regulation at 65 FR 46058 confirmed......................65370
52.223-14 Regulation at 65 FR 46058 confirmed......................65370
52.225-1 Amended...................................................65350
52.225-3 Amended...................................................65350
52.225-5 Amended............................................65350, 65371
52.225-9 Amended...................................................65350
52.225-11 Amended....................................65351, 65371, 43520
52.226-2 Revised....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.230-1 Regulation at 65 FR 36030 confirmed........................2137
52.232-7 Clause amended; Alternate II revised......................65361
52.232-8 Clause amended............................................65361
52.232-12 Amended...................................................2138
52.232-16 Clause and Alternate III amended; Alternate II revised 
                                                                   65361
52.232-25 Amended...................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
    Alternate I added; interim.....................................53486
    Revised........................................................65361
52.232-26 Amended...................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
    Revised........................................................65361
52.232-27 Amended...................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
    Revised........................................................65361
52.232-29 Amended..................................................65366
52.232-32 Amended..................................................65367
52.242-3 Amended....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.244-6 Amended; heading revised...................................2140
52.246-3 Amended.............................................2135, 53491
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.246-6 Amended....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.246-8 Amended....................................................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.246-17 Amended; introductory text revised........................2135
    Regulation at 66 FR 2135 eff. date delayed.....................14260
52.246-18 Amended; introductory text revised........................2136
    Regulation at 66 FR 2136 eff. date delayed.....................14260
52.246-19 Amended; introductory text revised........................2136
    Regulation at 66 FR 2136 eff. date delayed.....................14260
52.246-20 Amended; introductory text revised........................2136
    Regulation at 66 FR 2136 eff. date delayed.....................14260
52.247-51 Amended...................................................2141
53.204-2 Regulation at 65 FR 46058 confirmed.......................65370
53.215-1 (a), (e) and (f) amended...................................2141
53.219 Clause amended; interim.....................................53493
    Regulation at 65 FR 46058 confirmed............................65370
53.301-279 Regulation at 65 FR 46058 confirmed.....................65370
53.301-294 Revised; interim........................................53494
53.301-295 Revised; interim........................................53494

                                  2002

48 CFR
                                                                   67 FR
                                                                    Page
Chapter 1
Chapter Summary disposition........................................43512
    Federal Acquisition Circular 2001-04............................6112
    Small entity compliance guide......6121, 10529, 13068, 21539, 43521, 
                                                                   56126
    Federal Acquisition Circular 2001-06...........................13048
    Federal Acquisition Circular 2001-07...........................21532
    Federal Acquisition Circular 2001-09...........................56116
    Technical correction...........................................46710
52.202-1 Alternate I amended.......................................43520
52.203-8 Introductory text amended.................................13063
52.208-8 Text and clause heading revised...........................13064
52.208-9 Amended...................................................56120
52.212-3 Clause and Alternate I amended.............................6121
    Clause and Alternate I amended; Alternate III removed..........13066
    Clause amended..........................................21536, 43520
    Regulation at 65 FR 60545 confirmed............................56122
52.212-5 Regulation at 66 FR 27417 confirmed........................6116
    Clause amended.................................................21536

[[Page 607]]

52.213-4 Clause amended.................6121, 13067, 21536, 43514, 56124
    Corrected......................................................47635
52.214-1 Removed...................................................13056
52.214-3 Amended...................................................13056
52.214-4 Amended...................................................13056
52.214-20 Introductory text revised; clause, Alternate I and II 
        amended....................................................13056
    Alternates I and II amended....................................21538
52.214-21 Revised..................................................13057
52.216-7 Clause amended......................................6119, 70521
52.216-26 Clause amended...........................................70521
52.219-1 Alternate I removed; Alternate II redesignated as 
        Alternate I; clause and new Alternate I amended............13066
    Regulation at 65 FR 60546 confirmed............................56122
52.219-8 Regulation at 65 FR 60546 confirmed.......................56122
52.219-9 Clause amended.............................................1858
    Regulations at 65 FR 60547, 66 FR 53493 and 67 FR 1858 
confirmed..........................................................56122
52.219-10 Regulations at 65 FR 60547 and 66 FR 53493 confirmed.....56122
52.219-19 Introductory text amended................................13068
52.219-20 Introductory text amended................................13068
52.219-21 Amended...................................................6121
52.222-19 Clause amended...........................................56124
52.222-26 Clause amended...........................................13067
52.222-44 Clause amended............................................6121
52.222-50 Regulation at 66 FR 27417 confirmed.......................6116
52.225-1 Heading revised; clause amended...........................21536
52.225-2 Heading revised; clause amended...........................21536
52.225-3 Heading revised; clause amended...........................21536
52.225-4 Amended...................................................21537
52.225-5 Amended; interim...........................................6118
    Clause amended.................................................70520
52.225-6 Amended...................................................21537
52.225-9 Heading revised; clause amended...........................21537
52.225-10 Heading revised; clause amended..........................21537
52.225-11 Heading revised; clause amended..........................21537
    Clause amended.................................................43520
52.225-12 Heading revised; clause amended..........................21537
52.232-5 Clause amended............................................56126
    Corrected......................................................57635
52.232-7 Clause amended............................................70521
52.232-16 Clause amended....................................56126, 70521
52.232-18 Introductory text revised................................13054
52.233-1 Clause amended............................................43514
52.244-6 Clause corrected; CFR correction...........................3441
    Clause amended.................................................21539
53.212 Amended.....................................................13050
53.213 (a) and (f) introductory text amended.......................13050
53.219 Regulations at 65 FR 60548 and 66 FR 53493 confirmed........56122
53.301-294 Regulations at 65 FR 60548 and 66 FR 53494 confirmed....56122
53.301-295 Regulations at 65 FR 60548 and 66 FR 53494 confirmed....56122
53.301-1449 Revised................................................13050

                                  2003

48 CFR
                                                                   68 FR
                                                                    Page
Chapter 1
52 Authority citation revised.........28079, 28091, 28097, 28098, 43856, 
                         43865, 43869, 43874, 56672, 56683, 56684, 56686
52.202-1 Regulation at 66 FR 53484 confirmed.......................28093
52.203-12 Clause amended...........................................28084
52.204-6 Revised...................................................56674
52.204-7 Added.....................................................56674
    Clause corrected...............................................61866
    Clause amended.................................................69259
52.211-2 Clause amended............................................69259
52.212-1 Clause amended.....................................43875, 56675
    Clause amended..........................................56675, 69258
52.212-3 Clause amended............................................28084
52.212-4 Regulation at 66 FR 53485 confirmed.......................28093
    Clause amended.................................................56675
    Clause amended eff. 10-31-03...................................56683
52.212-5 Clause amended..............................13203, 28097, 56675
    Clause amended; eff. 10-31-03...........................56685, 56686
52.213-4 Clause amended................13203, 28084, 28098, 43870, 56675
    Regulation at 68 FR 28098 eff. date corrected..................32170

[[Page 608]]

    Clause amended; eff. 10-31-03.............56675, 56683, 56684, 56686
52.214-9 Removed...................................................43857
52.214-10 Amended..................................................43857
52.215-1 Clause amended............................................69258
52.215-15 Clause amended...........................................69257
52.215-16 Clause amended...........................................28092
52.219-5 Clause amended............................................28085
52.219-6 Clause amended............................................28085
52.219-7 Clause amended............................................28085
52.219-18 Clause amended...........................................28085
52.219-23 Clause amended...........................................28085
52.222-3 Revised...................................................28085
52.222-29 Revised..................................................28085
52.223-5 Revised...................................................43870
52.223-13 Clause amended...........................................28086
    Introductory text revised; clause amended......................43870
52.223-14 Clause amended...........................................28086
    Introductory text revised; clause amended......................43870
52.225-1 Clause amended............................................28086
52.225-2 Clause amended............................................28086
52.225-3 Clause amended............................................28086
52.225-4 Clause amended............................................28086
52.225-5 Clause amended............................................28086
    Clause amended eff. 10-31-03...................................56685
52.225-9 Clause amended............................................28086
52.225-11 Clause amended...........................................28086
52.225-13 Clause amended...........................................28086
    Clause amended; eff. 10-31-03...........................56686, 69259
52.228-3 Introductory text revised.................................28086
52.228-4 Introductory text revised.................................28086
52.229-1 Introductory text revised.................................28086
52.229-3 Clause amended............................................13205
52.229-4 Heading and introductory text revised; clause amended.....13205
52.229-5 Removed...................................................13205
52.229-6 Clause amended............................................28087
52.229-10 Introductory text and clause amended.....................13205
52.232-16 Clause amended...........................................13208
52.232-25 Regulation at 68 FR 28093 eff. date corrected............33231
    Clause amended aff 10-31-03....................................56684
52.232-26 Clause amended eff. 10-31-03.............................56684
52.232-27 Clause amended eff. 10-31-03.............................56684
52.232-33 Clause amended...........................................56675
52.236-25 Revised..................................................28087
52.237-8 Clause amended............................................43867
52.237-9 Clause amended............................................43867
52.242-12 Revised..................................................28087
52.244-6 Heading revised; clause amended....................13204, 28098
    Regulation at 68 FR 28098 eff. date corrected..................32170
52.245-2 Clause amended............................................28087
52.245-4 Clause amended............................................28087
52.245-5 Clause amended............................................28087
52.245-11 Clause amended...........................................28087
52.245-15 Clause amended...........................................28087
52.246-17 Clause amended...........................................28087
52.247-47 Revised..................................................28088
52.247-55 Introductory text revised; clause amended................28088
52.247-63 Clause amended...........................................28088
52.247-64 Clause amended....................................13204, 28098
    Regulation at 68 FR 28098 eff. date corrected..................32170
53 Authority citation revised.................28079, 43856, 69230, 69249
53.204-2 Removed...................................................69249
53.214 (e) removed.................................................43857
53.228 (e) amended.................................................28088
53.236-2 Heading revised; (b) and (c) removed; new (b) added; (d) 
        redesignated as (c)........................................69231
53.301-28 Revised..................................................28088
53.301-129 Removed.................................................43857
53.301-279 Removed.................................................69249
53.301-281 Removed.................................................69249
53.301-330 Added...................................................69231

                                  2004

48 CFR
                                                                   69 FR
                                                                    Page
Chapter 1
Chapter Federal Acquisition Circular 2001-19........................1050
    Small entity compliance guide.......1057, 8315, 16151, 17770, 25280, 
                                                                   34244
    Federal Acquisition Circular 2001-22...........................17740
    Federal Acquisition Circular 2001-24...........................34224
52 Authority citation revised...1053, 16149, 17744, 17770, 25275, 34227, 
         34228, 34229, 34240, 59700, 59704, 76345, 76348, 76353, 76358, 
                                                                   77872
52.202-1 Clause amended............................................34228
    Revised; interim...............................................34228
52.204-8 Added.....................................................76346
52.208-9 Clause amended............................................34230
52.209-6 Clause amended............................................76349
52.211-2 Corrected..................................................1618

[[Page 609]]

52.212-1 Clause amended............................................76346
52.212-3 Clause amended; interim.............................1055, 25279
    Regulation at 69 FR 1055 confirmed.............................59700
    Clause amended.................................................76347
    Clause amended; interim........................................77876
52.212-5 Clause amended; interim......................1055, 16150, 25279
    Clause amended..........................................17770, 34240
    Clause amended..........................................59700, 59704
    Regulation at 69 FR 1055 confirmed.............................59700
    Clause amended; interim.................................76354, 77876
52.213-4 Clause amended; interim.............................1056, 25279
    Clause amended...................................17770, 34229, 34240
    Clause amended...................................59701, 76350, 76354
    Regulation at 69 FR 1056 confirmed.............................59700
52.214-30 Removed..................................................76347
52.215-7 Removed...................................................76347
52.215-15 Clause amended...........................................59704
    Clause corrected...............................................60967
52.217-5 Introductory text amended.................................59704
52.219-1 Clause and Alternate I amended; interim...................25279
    Introductory text amended......................................76358
52.219-2 Introductory text amended; interim........................25279
52.219-4 Clause amended............................................59704
52.219-6 Alternate II added; interim...............................16150
52.219-7 Alternate II added; interim...............................16150
52.219-8 Clause amended; interim...................................25279
52.219-22 Introductory text and Alternate I amended; interim.......25279
52.219-27 Added; interim...........................................25279
52.222-19 Clause amended; interim...................................1056
    Clause amended.................................................34240
    Regulation at 69 FR 1056 confirmed.............................59700
52.222-39 Added; interim...........................................76354
52.225-3 Heading revised; clause and Alternates I and II amended; 
        interim.....................................................1056
    Regulation at 69 FR 1056 confirmed.............................59700
    Clause amended.................................................59701
    Clause amended; interim........................................77876
52.225-4 Heading revised; clause and Alternates I and II amended; 
        interim.....................................................1056
    Regulation at 69 FR 1056 confirmed.............................59700
    Clause amended; interim........................................77576
52.225-5 Clause amended; interim....................................1056
    Clause amended.................................................34240
    Regulation at 69 FR 1056 confirmed.............................59700
    Clause amended.................................................59701
    Clause amended; interim........................................77877
52.225-6 Clause amended; interim....................................1056
    Regulation at 69 FR 1056 confirmed.............................59700
    Clause amended; interim........................................77877
52.225-9 Clause amended; interim...................................77877
52.225-11 Clause and Alternate I amended; interim...................1056
    Clause amended.................................................34240
    Regulation at 69 FR 1056 confirmed.............................59700
    Clause amended.................................................59701
    Clause amended; Alternate I revised; interim...................77877
52.225-12 Clause and Alternate II amended; interim..................1057
    Regulation at 69 FR 1057 confirmed.............................59700
    Clause and Alternate 2 amended; interim........................77878
52.225-13 Corrected.................................................1618
52.233-4 Added.....................................................59701
52.244-6 Clause amended; interim...................................25280
    Clause amended.................................................34229
    Clause amended; interim........................................76355
52.245-2 Clause amended............................................17748
52.245-5 Clause amended............................................17749
52.245-17 Clause amended...........................................17750
52.249-2 Clause amended............................................17750
52.249-3 Clause amended............................................17750
52.249-6 Clause amended............................................17750
52.249-11 Clause amended...........................................17750
53 Authority citation revised.................17744, 34234, 34244, 59699
    Policy statement...............................................30835
53.213 (f)(4) amended.......................................34239, 59699
53.236-1 (a) removed; (b) through (g) redesignated as (a) through 
        (f); new (a), (d)(2), (e)(2) and (f) amended...............59700

[[Page 610]]

53.236-2 Regulation at 68 FR 69231 eff. date delayed................1050
53.249 (a)(3), (5) and (b) revised.................................17750
53.301-1417 Removed................................................59700
53.301-254 Removed.................................................34244
53.301-255 Removed.................................................34244
53.301-330 Regulation at 68 FR 69231 eff. date delayed..............1050
53.301-1423 Revised................................................17752
53.301-1424 Revised................................................17753
53.301-1426 Removed................................................17754
53.301-1428 Revised................................................17754
53.301-1429 Revised................................................17756
53.301-1430 Removed................................................17757
53.301-1431 Removed................................................17757
53.301-1432 Removed................................................17757
53.301-1433 Removed................................................17757
53.301-1434 Removed................................................17757
53.301-1436 Revised................................................17757
53.301-1438 Revised................................................17762

                                  2005

48 CFR
                                                                   70 FR
                                                                    Page
52 Authority citation revised.....................................11740,
11752, 11762, 11763, 18959, 33659, 33661, 33665, 33673, 43581, 43582, 
43584
52.202-1 Regulation at 69 FR 34228 confirmed.......................33659
52.203-11 Regulation at 55 FR 3193 confirmed; clause amended.......57456
52.203-12 Regulation at 55 FR 3193 confirmed.......................57456
    Clause amended.................................................57457
52.212-3 Clause amended; interim...................................11742
    Regulation at 70 FR 11742 confirmed............................57459
52.212-4 Clause amended............................................57455
52.212-5 Clause amended..............................18959, 33661, 33667
    Regulation at 69 FR 76354 confirmed............................33656
    Clause amended; interim.................................43582, 57463
52.213-4 Clause amended.....................................18959, 33667
    Regulation at 69 FR 76354 confirmed............................33656
    (b)(1)(vii) corrected; (b)(1)(ii) reinstated; CFR correction 
                                                                   46776
52.215-18 Revised..................................................33673
52.219-4 Clause amended............................................33661
52.219-9 Clause amended; interim...................................43582
52.219-18 Alternate I amended......................................18959
52.219-23 Clause amended...........................................33661
    Clause amended; interim........................................57463
52.222-4 Clause amended............................................33667
52.222-5 Added.....................................................33667
52.222-6 Clause amended............................................33667
52.222-9 Clause amended............................................33668
52.222-11 Clause amended...........................................33668
52.222-39 Regulation at 69 FR 76354 confirmed......................33656
52.222-41 Clause amended...........................................33669
52.225-13 (b) amended..............................................11764
    Clause amended.................................................18959
52.228-15 Clause amended...........................................57455
52.230-6 Revised...................................................11759
52.230-7 Added.....................................................11761
52.232-7 Introductory text and clause amended......................43581
52.232-8 Introductory text amended.................................43581
52.232-9 Introductory text amended.................................43581
52.232-10 Introductory text amended................................43581
52.232-11 Introductory text amended................................43581
52.232-27 Clause amended...........................................57455
52.244-2 Alternates I and II amended; interim......................11762
52.244-6 Regulation at 69 FR 76355 confirmed.......................33656
52.245-9 Revised...................................................43585
52.245-10 Introductory text amended................................43586
52.245-11 Introductory text amended................................43586
53 Authority citation revised...............................14954, 33665
53.212 Amended.....................................................14955
53.213 (a) and (f) amended.........................................14955
53.214 (d) amended.................................................14955
53.222 (e) amended.................................................33669
53.236-1 (e) amended...............................................14955
53.301-1413 Form revised...........................................33669
53.301-1447 Revised................................................14955
53.301-1449 Revised................................................14958
53.302-347 Revised.................................................14960

                                  2006

48 CFR
                                                                   71 FR
                                                                    Page
Chapter 1
52 Authority citation revised......................................38245
52.203-6 Clause amended............................................57369
52.204-7 Clause amended............................................36925
52.204-8 Clause amended..............................................227
52.204-9 Added; interim..............................................211
    Regulation at 71 FR 211 confirmed in part......................67774

[[Page 611]]

    Clause amended.................................................67775
52.207-1 Revised...................................................20300
52.207-2 Revised...................................................20300
52.207-3 Clause amended............................................20300
52.208-9 Clause amended............................................36941
    Corrected; CFR correction......................................50862
52.209-6 Clause amended............................................57369
52.211-2 Revised.....................................................228
52.212-1 Clause amended................................228, 57369, 57380
52.212-3 Clause amended; interim.....................36937, 57378, 67777
    Clause amended.................................................36941
52.212-4 Clause amended; Alternate I added.........................74677
52.212-5 Clause amended; interim........866, 20306, 20308, 36935, 36937, 
                                                                   44548
    Clause amended......................206, 219, 221, 225, 57369, 67777
    Regulation at 70 FR 43583 confirmed............................20304
    Regulation at 70 FR 57463 confirmed............................20305
    Regulation at 71 FR 866 confirmed..............................57375
    Regulation at 71 FR 20306 confirmed............................67776
    Regulation at 71 FR 20308 confirmed; Clause amended............67779
52.213 Clause correctly amended....................................25508
52.213-1 Clause amended............................................20309
52.213-4 Clause amended; interim.....................................866
    Clause amended.......................................206, 225, 57369
    Regulation at 71 FR 866 confirmed..............................57375
52.216-29 Added....................................................74665
52.216-30 Added....................................................74665
52.216-31 Added....................................................74665
52.219-5 Removed.....................................................221
52.219-9 Regulation at 70 FR 43583 confirmed.......................20304
    Clause amended.................................................57369
52.219-23 Regulation at 70 FR 57463 confirmed......................20305
52.222-19 Clause amended; interim....................................866
    Regulation at 71 FR 866 confirmed..............................57375
52.222-35 Clause amended...........................................57369
52.222-37 Clause amended...........................................57369
52.222-43 Clause amended...........................................67779
52.222-47 Removed; interim.........................................36935
52.222-48 Heading revised; clause amended; interim.................36935
52.222-49 Introductory text amended; interim.......................36935
52.222-50 Added; interim...........................................20302
52.225-3 Clause amended..............................................219
    Clause amended; interim..........................20308, 36937, 67777
    Regulation at 71 FR 20308 confirmed............................67779
52.225-4 Clause amended; interim............................36938, 67777
52.225-5 Clause amended..............................................219
    Clause amended; interim..........................20308, 36938, 67778
    Regulation at 71 FR 20308 confirmed............................67779
52.225-11 Clause and Alternate I amended.............................219
    Clause and Alternate I amended; interim........................20308
    Clause amended; interim........................................36938
    Clause amended.................................................36941
52.225-12 Alternate II amended.......................................220
    Alternate II amended; interim....................20308, 36938, 67778
    Regulation at 71 FR 20308 confirmed............................67779
52.225-13 Clause amended.............................................225
52.225-15 Removed; interim.........................................20306
    Regulation at 71 FR 20306 confirmed............................67776
52.225-16 Removed; interim.........................................20306
    Regulation at 71 FR 20306 confirmed............................67776
52.225-18 Added; interim...........................................57378
52.226-3 Added; interim............................................44548
52.226-4 Added; interim............................................44548
52.226-5 Added; interim............................................44548
52.228-15 Clause amended...........................................67779
52.228-16 Clause amended...........................................67780
52.232-7 Revised...................................................74666
52.233-2 Clause amended............................................57380
52.234-2 Added.....................................................38246
52.234v3 Added.....................................................38246
52.234-4 Added.....................................................38246
52.236-1 Introductory text revised.................................57369
52.242-10 Removed....................................................206
52.242-11 Removed....................................................206
52.242-12 Removed....................................................206
52.243-7 Introductory text revised.................................57369
52.244-2 Alternate I removed; Alternate II redesignated as 
        Alternate I and amended......................................226

[[Page 612]]

52.244-6 Clause amended.......................................206, 57369
52.246-14 Amended....................................................206
52.247-1 Clause amended..............................................207
52.247-3 Clause amended..............................................207
52.247-29 Clause amended.............................................207
52.247-30 Clause amended.............................................207
52.247-31 Clause amended.............................................207
52.247-32 Clause amended.............................................207
52.247-33 Clause amended.............................................207
52.247-38 Clause amended.............................................207
52.247-43 Clause amended.............................................207
52.247-51 Alternate I amended........................................207
52.247-52 Clause amended.............................................207
52.247-64 Clause and Alternate II amended............................208
52.247-67 Revised....................................................208
52.247-68 Added......................................................208
52.248-3 Clause amended............................................57369
52.249-1 Introductory text revised.................................57369
53.109 Amended.....................................................57380
53.219 (a) and (b) amended.........................................57369
53.222 Heading amended; (b) removed; interim.......................36935
53.247 Revised.......................................................208
53.301-98 Removed; interim.........................................36935
53.301-98a Removed; interim........................................36935
53.301-99 Removed; interim.........................................36935
53.301-294 Form revised............................................57369
53.301-295 Form revised............................................57372

                                  2007

48 CFR
                                                                   72 FR
                                                                    Page
52.203-11 Revised..................................................46330
52.203-12 Revised..................................................46331
52.203-13 Added....................................................65882
52.203-14 Added....................................................65882
52.204-9 Clause amended............................................46335
52.204-10 Added....................................................51310
52.212-1 Clause amended; interim...................................63081
52.212-3 Regulation at 71 FR 57373 confirmed.......................46327
    Clause amended.................................................46332
    Clause amended; interim.................................46358, 63081
    Regulation at 71 FR 36937 confirmed............................46360
    Regulation at 71 FR 67777 confirmed............................46361
52.212-5 Regulation at 71 FR 36935 confirmed.......................13585
    Clause amended; interim....13588, 36856, 46341, 46358, 46363, 63081, 
                                                                   63088
    Clause amended...................................13589, 46348, 46363
52.212-5 Clause amended..............................63089, 65873, 73217
    Regulation at 71 FR 36937 confirmed............................46360
    Regulation at 71 FR 67777 confirmed............................46361
    Regulation at 72 FR 13588 confirmed............................73218
52.213-4 Clause amended; interim.....................13588, 46341, 63082
    Clause amended.................................................65873
    Regulation at 72 FR 13588 confirmed............................73218
52.215-2 Alternate I removed.......................................27389
52.215-15 Clause corrected; CFR correction.........................55089
52.216-11 Introductory text amended................................27389
52.216-12 Introductory text amended................................27389
52.216-13 Removed..................................................27389
52.216-14 Removed..................................................27389
52.216-15 Introductory text amended................................27389
52.216-31 Introductory text amended.................................6882
52.219-9 Clause amended.....................................46348, 63090
52.219-28 Added; interim...........................................36856
52.222-17 Removed..................................................27389
52.222-19 Clause amended; interim..................................46358
52.222-26 Clause amended;; interim.................................13589
    Regulation at 72 FR 13588 confirmed............................73218
52.222-41 Heading revised; clause amended; interim.................63082
52.222-47 Regulation at 71 FR 36935 confirmed......................13585
52.222-48 Regulation at 71 FR 36935 confirmed......................13585
    Revised; interim...............................................63082
52.222-49 Regulation at 71 FR 36935 confirmed......................13585
52.222-50 Introductory text and clause amended; Alternate I added; 
        interim....................................................46341
52.222-51 Added; interim...........................................63082
52.222-52 Added; interim...........................................63082
52.222-53 Added; interim...........................................63082
52.223-1 Added.....................................................63045
52.223-2 Added.....................................................63045
52.223-4 Amended...................................................63045
52.223-9 Prescription and Alternate I amended......................63045
52.223-10 Introductory text amended................................73218

[[Page 613]]

52.223-15 Added....................................................65873
52.223-16 Added....................................................73218
52.225-3 Clause amended; interim...................................46358
    Regulation at 71 FR 36937 confirmed............................46360
    Regulation at 71 FR 67777 confirmed............................46361
52.225-4 Clause amended; interim...................................46358
    Regulation at 71 FR 36938 confirmed............................46360
    Regulation at 71 FR 67777 confirmed............................46361
52.225-5 Clause amended; interim...................................46358
    Regulation at 71 FR 36938 confirmed............................46360
    Regulation at 71 FR 67778 confirmed............................46361
    Clause amended.................................................63090
52.225-11 Clause and Alternate I amended; interim..................46358
    Regulation at 71 FR 36938 confirmed............................46360
    Regulation at 71 FR 67778 confirmed............................46361
52.225-12 Alternate II amended; interim............................46359
    Regulation at 71 FR 36938 confirmed............................46360
    Regulation at 71 FR 67778 confirmed............................46361
52.225-17 Introductory text amended................................63090
52.225-18 Regulation at 71 FR 57373 confirmed......................46327
52.226-3 Revised; interim..........................................63088
52.226-4 Revised; interim..........................................63088
52.226-5 Revised; interim..........................................63088
52.227-1 Clause and Alternates I and II amended....................63065
52.227-2 Clause amended............................................63065
52.227-3 Introductory text revised; Alternates I, II and III 
        amended....................................................63065
52.227-4 Revised...................................................63065
52.227-5 Introductory text amended.................................63066
52.227-6 Introductory text revised; Alternate I amended............63066
52.227-7 Introductory text amended.................................63066
52.227-9 Introductory text revised.................................63066
52.227-10 Introductory text revised; clause amended................63066
52.227-11 Revised..................................................63066
52.227-12 Removed..................................................63068
52.227-13 Revised..................................................63068
52.227-14 Revised..................................................63068
52.227-15 Revised..................................................63068
52.227-16 Introductory text amended................................63072
52.227-17 Revised..................................................63072
52.227-18 Introductory text and clause amended.....................63073
52.227-19 Revised..................................................63073
52.227-20 Revised..................................................63073
52.227-21 Revised..................................................63073
52.227-22 Introductory text amended................................63075
52.227-23 Introductory text amended................................63075
52.232-7 (a)(7), (f) and Alternate I amended........................6882
52.232-16 (c) introductory text amended............................46363
52.232-20 Introductory text amended................................27389
52.232-21 Removed..................................................27389
52.232-22 Introductory text amended................................27389
52.232-32 Clause amended...........................................73222
52.237-11 Added; interim...........................................46363
52.242-16 Removed..................................................27389
52.242-17 Introductory text amended................................27389
52.243-2 Alternate IV removed......................................27389
52.243-4 Clause amended............................................27389
52.244-2 Clause and Alternate I amended............................27389
52.244-6 Clause amended; interim...................................13588
    Regulation at 72 FR 13588 confirmed............................73218
52.245-1 Revised...................................................27390
    (e)(3)(iii) amended............................................46363
52.245-2 Revised...................................................27390
52.245-3 Removed...................................................27394
52.245-4 Removed...................................................27394
52.245-5 Removed...................................................27394
52.245-6 Removed...................................................27394
52.245-7 Removed...................................................27394
52.245-8 Removed...................................................27394
52.245-9 Introductory text and clause amended......................27394
52.245-10 Removed..................................................27394
52.245-11 Removed..................................................27394
52.245-12 Removed..................................................27394
52.245-13 Removed..................................................27394
52.245-14 Removed..................................................27394
52.245-15 Removed..................................................27394
52.245-16 Removed..................................................27394

[[Page 614]]

52.245-17 Removed..................................................27394
52.245-18 Removed..................................................27394
52.245-19 Removed..................................................27394
52.246-10 Removed..................................................27394
52.249-11 Removed..................................................27394
52.249-12 Introductory text amended................................27394
52.249-13 Removed..................................................27394
52.249-14 Introductory text revised................................27394
52.250-1 Introductory text revised; interim........................63037
52.250-2 Added; interim............................................63037
52.250-3 Added; interim............................................63037
52.250-4 Added; interim............................................63037
52.250-5 Added; interim............................................63037
53.213 (f) amended.................................................63090
52.251-1 Alternate I removed.......................................27394
53.219 (a) and (b) amended.........................................46349
53.222 Regulation at 71 FR 36935 confirmed.........................13585
53.245 (e) amended.................................................27394
53.249 (b) amended.................................................27394
53.301-98 Regulation at 71 FR 36935 confirmed......................13585
53.301-98a Regulation at 71 FR 36935 confirmed.....................13585
53.301-99 Regulation at 71 FR 36935 confirmed......................13585
53.301-294 Revised.................................................46349
53.301-1428 Form revised...........................................27394
53.302-347 Revised.................................................63090
53.302-348 Revised.................................................63092

                                  2008

48 CFR
                                                                   73 FR
                                                                    Page
Chapter 1
52.203-13 Clause amended...........................................67091
52.204-5 Introductory text amended; interim........................21778
52.204-6 Introductory text and clause amended; interim.............21778
52.204-7 Clause amended; interim...................................21778
52.208-9 Clause amended; eff. 10-17-08.............................53995
52.209-5 Heading revised; introductory text and clause amended.....21798
    Clause amended.................................................67092
52.211-14 Heading and clause revised...............................21785
52.211-15 Clause amended...........................................21785
52.212-1 Clause amended; interim............................21778, 33639
52.212-3 Regulation at 72 FR 46358 confirmed.......................10965
    Clause amended.................................................21799
    Clause amended; interim........................................33639
52.212-4 Clause and Alternate I amended; eff. 10-17-08.............54005
52.212-5 Clause amended; interim.....................10963, 21781, 33639
    Regulation at 72 FR 46358 confirmed............................10965
    Clause amended............................21790, 54016, 67092, 67704
    Clause amended; eff. 10-17-08..................................53992
    Regulations at 71 FR 44548 and 72 FR 63088 confirmed; eff. 10-
17-08..............................................................53996
    Regulation at 72 FR 46363 confirmed............................54015
    (b)(26) amended................................................54016
52.213-4 Clause amended; interim...................................10964
    Clause amended; eff. 10-17-08..................................54006
    Clause amended.................................................67092
52.219-9 Clause amended; interim...................................21781
52.219-23 Clause amended; eff. 10-17-08............................53993
52.219-25 Clause amended; interim..................................21783
52.222-19 Clause amended; interim..................................10964
    Regulation at 72 FR 46358 confirmed............................10965
52.222-54 Added....................................................67704
    Introductory text corrected....................................72242
52.223-4 Clause amended............................................21790
52.223-9 Heading revised; clause and Alternate I amended...........21790
52.223-17 Added....................................................21790
52.225-3 Regulation at 72 FR 46358 confirmed.......................10965
52.225-4 Regulation at 72 FR 46358 confirmed.......................10965
52.225-11 Regulation at 72 FR 46358 confirmed......................10965
52.225-12 Regulation at 72 FR 46358 confirmed......................10965
52.225-13 Clause amended; interim..................................33640
52.225-19 Added....................................................10958
52.225-20 Added; interim...........................................33640
52.226-2 Clause amended; eff. 10-17-08.............................53993
52.226-3 Regulations at 71 FR 44548 and 72 FR 63088 confirmed; 
        eff. 10-17-08..............................................53996

[[Page 615]]

52.226-4 Regulations at 71 FR 44548 and 72 FR 63088 confirmed; 
        eff. 10-17-08..............................................53996
52.226-5 Regulations at 71 FR 44548 and 73 FR 63088 confirmed; 
        eff. 10-17-08..............................................53996
52.230-1 Clause amended; interim; eff. 10-17-08....................54012
52.230-2 Clause amended; interim; eff. 10-17-08....................54012
52.230-3 Clause amended; interim; eff. 10-17-08....................54012
52.230-4 Clause amended; interim; eff. 10-17-08....................54013
    Heading revised; clause amended; eff. 10-17-08.................54013
52.230-5 Clause amended; interim; eff. 10-17-08....................54013
52.230-6 Clause amended............................................10967
52.232-17 Revised; eff. 10-17-08...................................54006
52.232-25 Clause amended; eff. 10-17-08............................54006
52.232-26 Clause amended; eff. 10-17-08............................54007
52.232-27 Clause amended; eff. 10-17-08............................54007
52.237-11 Regulation at 72 FR 46363 confirmed......................54015
    Clause amended.................................................54016
52.244-6 Clause amended............................................67092
53.214 (a) and (d) amended.........................................21785
53.215-1 (a) amended...............................................21785
53.219 Revised; interim............................................21783
53.301-26 Revised..................................................21785
53.301-294 Removed; interim........................................21783
53.301-295 Removed; interim........................................21783
53.301-1447 Revised................................................21786

                                  2009

  (Regulations published from January 1, 2009, through October 1, 2009)

48 CFR
                                                                   74 FR
                                                                    Page
Chapter 1
52.203-15 Added; interim...........................................14636
52.204-5 Regulation at 73 FR 21778 confirmed........................2713
52.204-6 Regulation at 73 FR 21778 confirmed........................2713
52.204-7 Regulation at 73 FR 21778 confirmed........................2713
52.204-8 Clause amended.............................................2730
52.204-11 Added; interim...........................................14645
    (a) amended....................................................22810
52.209-2 Added; interim............................................31564
52.212-1 Regulation at 73 FR 21778 confirmed........................2713
    Regulation at 73 FR 33639 confirmed............................40465
52.212-3 Clause amended................................2722, 2731, 40466
    Clause amended; interim.................................28429, 31564
    Regulation at 73 FR 33639 confirmed............................40465
52.212-4 Clause amended; interim...................................14636
52.212-5 Regulation at 73 FR 67704 eff. date delayed to 1-19-09.....1937
    Clause amended........................2722, 2731, 2744, 11828, 40461
    Regulation at 72 FR 73217 confirmed.............................2741
    Regulation at 72 FR 46341 confirmed.............................2744
    Regulation at 73 FR 10963 confirmed.............................2746
    Regulation at 74 FR 1937 applicability date delayed to 5-21-09
                                                                    5621
    Regulation at 72 FR 36856 confirmed; clause amended............11825
    Clause amended; interim............11831, 14636, 14646, 28429, 40462
    Clause corrected; CFR correction...............................14493
    Alternate II added; interim....................................14648
    Regulation at 74 FR 5621 applicability date delayed to 6-30-09
                                                                   17793
    Clause and Alternate II amended................................22810
    Regulation at 74 FR 17793 applicability date delayed to 9-8-09
                                                                   26981
    Regulation at 73 FR 33639 confirmed............................40465
52.213-4 Clause amended................................2722, 2745, 40468
    Regulation at 72 FR 46341 confirmed.............................2744
    Regulation at 73 FR 10964 confirmed.............................2746
    Clause amended; interim..........................11831, 14636, 40462
52.214-26 Alternate I added; interim...............................14649
    Clause amended; interim........................................14651
52.214-32 Correctly removed; CFR correction........................49826
52.214-33 Correctly removed; CFR correction........................49826

[[Page 616]]

52.215-2 Alternate I added; interim................................14649
    Clause amended; interim........................................14651
52.219-9 Clause corrected; CFR correction..........................48421
52.219-28 Regulation at 72 FR 36856 confirmed; clause amended......11825
    Clause corrected; CFR correction...............................14493
52.222-19 Regulation at 73 FR 10964 confirmed.......................2746
    Clause amended; interim........................................40463
52.222-43 Clause amended...........................................40461
52.222-44 Clause amended...........................................40461
52.222-48 Clause amended............................................2731
52.222-50 Regulations at 71 FR 20303 and 72 FR 46341 confirmed......2744
    Clause amended..................................................2745
52.222-53 Clause amended............................................2731
52.222-54 Regulation at 73 FR 67704 eff. date delayed to 1-19-09 
                                                                    1937
    Regulation at 74 FR 1937 applicability date delayed to 5-21-09
                                                                    5621
    Regulation at 74 FR 5621 applicability date delayed to 6-30-09
                                                                   17793
    Regulation at 74 FR 17793 applicability date delayed to 9-8-09
                                                                   26981
52.223-10 Regulation at 72 FR 73218 confirmed.......................2741
52.223-16 Regulation at 72 FR 73218 confirmed.......................2741
52.225-1 Clause amended.............................................2722
52.225-2 Clause amended.............................................2723
52.225-3 Clause amended.............................................2723
    Clause amended; interim........................................28429
52.225-4 Clause amended.............................................2723
    Clause amended; interim........................................28429
52.225-5 Clause amended............................................11828
    Clause amended; interim.................................28429, 40463
52.225-9 Clause amended.............................................2723
52.225-10 Clause amended............................................2724
52.225-11 Clause and Alternate I amended............................2724
    Clause amended.................................................11829
    Alternate I amended............................................11832
    Clause and Alternate I amended; interim........................28429
    Clause amended; interim........................................40463
52.225-12 Clause amended............................................2724
    Alternate II amended; interim..................................28429
52.225-13 Regulation at 73 FR 33640 confirmed......................40465
52.225-20 Regulation at 73 FR 33640 confirmed......................40465
    Clause amended.................................................40465
52.225-21 Added; interim...........................................14628
52.225-22 Added; interim...........................................14628
52.225-23 Added; interim...........................................14628
    Clause amended; interim........................................40463
52.225-24 Added; interim...........................................14628
52.226-6 Added; interim............................................11832
52.228-11 Clause amended...........................................40467
52.230-1 Regulation at 73 FR 54012 confirmed.......................40468
52.230-2 Regulation at 73 FR 54012 confirmed.......................40468
52.230-3 Regulation at 73 FR 54012 confirmed.......................40468
52.230-4 Regulation at 73 FR 54013 confirmed.......................40468
52.230-5 Regulation at 73 FR 54013 confirmed.......................40468
52.232-16 Clause amended...........................................28431
52.244-6 Clause amended......................................2745, 40468
    Clause amended; interim........................................14636
52.250-1 Regulation at 72 FR 63037 confirmed........................2737
52.250-2 Regulation at 72 FR 63037 confirmed........................2737
    Clause amended..................................................2738
52.250-3 Regulation at 72 FR 63037 confirmed........................2737
    Clause and Alternates I and II amended..........................2738
52.250-4 Regulation at 72 FR 63037 confirmed........................2737
    Clause and Alternates I and II amended..........................2739
52.250-5 Regulation at 72 FR 63037 confirmed........................2737
    Clause amended..................................................2739
53.232 Amended.....................................................28431
53.236-1 (a) removed...............................................31561
53.236-2 Heading revised; (c) removed..............................31561
53.301-1420 Removed................................................31561
53.301-1421 Removed................................................31561
53.301-1443 Form revised...........................................28431


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