ML20003H673
| ML20003H673 | |
| Person / Time | |
|---|---|
| Issue date: | 11/26/1980 |
| From: | Morton K NRC OFFICE OF ADMINISTRATION (ADM) |
| To: | NRC OFFICE OF ADMINISTRATION (ADM) |
| References | |
| NUDOCS 8105070017 | |
| Download: ML20003H673 (89) | |
Text
3
[. & **E4g'#g UNITED STATES NUCLEAR REGULATORY COMMISSION s
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November 26,1980 r THis DOCUMENT CONTAINS P0OR QUAUTY PAGES Gentlemen:
Subject:
Request for Proposal No. RS-RES-81 16S Entitled " Seismic History of the Catern Seaboard from New York to Norfolk, Virginia" The U. S. Nuclear Regulatory Connission (NRC) is soliciting proposals for the project entitled above. The full scope of work anticipated is as set forth in that part of the Request for Proposal entitled, " CONTRACT SCHEDULE - STATEMENT OF WORK."
It is our intention by this solicitation to secure the best qualified organiza-tion available to perform this project, cost and other factors considered.
If you desire to respond, your proposal should address the proposal content requirements set forth in the body of the solicitation. All proposals will be evaluated against the evaluation criteria shown in Part II.
For your convenience, an "RFP Sunnary" has been provided as Enclosure A.
Instructions for cospleting and submitting your proposal are provided in Enclosure B.
Should you determine that you do not wish to submit an offer, a "NO-OFFER RESPONSE FORM" is provided as Enclosure C.
l The solicitation package is included as Enclosure D.
l If you have any questions concerning the requirements of this solicitation.
l please contact Mrs. Helen Hagey at (301) 427-4365 (collect calls will not be accepted).
Sincerely,
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Kellogg V brton, Chief l
Research Cor tracts Branch l
Division of Contracts 1
Office of Administration
Enclosures:
A.
RFP Summary B.
Proposal Submission Instructions C.
NO-OFFER RESPONSE FORM O.
Solicitation Package (Standard Form 33 with Attachments) l M 0 5070 OIT
?
i RFP
SUMMARY
The following summary provides a general description of this requirement.
Further detailed information is furnished in the applicable sections of the RFP.
RFP NO.: RS-RES-81-168 RFP TITLE:
" SEISMIC HISTORY OF THE EASTERN SEABOARD FROM NEW YORK TO NORFOLK, VIRGINIA" BRIEF STATEMENT OF WORK: The work to be accomplished under this contract comprises a comprehensive search of all available records in major repositories throughout the northeastern U.S. for the purpose of discovering new information on earthquake occurrence and effects.
The region to be surveyed extends from New York City to Norfolk, Virginia and includes the Appalachian Mountains within its western boundary. The historical period to be covered extends from the earliest records available up to 1930. The results of this search is to be published in a catalogue, suitable for interfiling with existing catalogues.
RFP RESTRICTIONS:
/
[IZ7 Unrestricted Z::7 Mandatory Small Business and Small Disadvantaged Business Subcontracting L::7 Set-Aside f
Total Small Business - Labor Surplus Area Set-Aside Total Small Business Set-Aside 1
Partial Small Business Set-Aside ISSUE DATE: November 26,1980 CLOSING DATE/ TIME: January 5,1981 l
ESTIMATED LEVEL OF EFFORT:
3 man-months PERIOD OF PERFORMANCE: 12 months I
PROPOSAL ACCEPTANCE PERIOD: 120 days I
ANTICIPATED AWARD DATE: April,1981 TYPE OF CONTRACT ANTICIPATED: Cost-Plus-Fixed-Fee SECURITY REQUIREMENTS: NONE PRE-PROPOSAL CONFERENCE: NONE l
TELEG,RAPHIC RESPONSES ARE NOT AUTHORIZED ENCLOSURE A
PRCPOSAL SUBMISSIOi! ITISTRUC I0flS The following instructions are provided as a sumary guide to assist the offeror in the sucmtssion of a proposal but they do not sucersede those instructions contained in the solicitation package.
The instructions contained throughout the " solicitation package" (Enclosure O to the cover letter) shall govern in all 2
instances where a contradiction exists.
00CUME:ITS REQUIRED Ill PRCPOSAL
-- One (1) original signed copy of the solicitation package, f.e., Standard Form 33 with attachments.
-- One (1) original and four (4) copies each of the Technical and Cost Proposais.
OFFER 0R " FILL-INS"
-- Offeror must complete Block tos. 16,17,18,19, and 20 of the SF-33 along with completion of all reoresentations and certifications cootained on pages 2 through 8 of the solicitaticn package.
-- Part IV, Attachment #4, " Proposal Sumary and Data Sheet," is to be completed by the offeror.
-- It is requested that the "Cpticnal Form 60" provided in Part IV be used in submission of the Cost Proposal.
NO"E: The offer must set forth full, accurate, and comolete information as required by this solicitation (including attachments).
The penalty for making false statements is prescribed in 18 U.S.C.1001.
TRANSMIT'ING OFFER 0R'S PROPOSAL
-- All offen should be addressed as indicated in Block 7 of the Standard Form 33.
-- The envelope used in submitting your proposal must be plainly maried with the solicitation number, the time, and date set forth in the solicitation document q
(Block 9 of the Standard Form 33) and the following notation:
" Mail Room -
1 Do Not Onen."
-- Hand-carried solicitations - Hand-carried offers should be addressed as indi-l cated in Block 7 of the Standard Form 33 and delivered to:
1 U. S. Nuclear Regulatory Comission Division of Contracts Research Contracts Branch Rcom 304 791S Eastern Avenue Silver Spring, MD 20910 CO NOT HANO DELIVER TO BUILDING SECURITY GUARDS. PHONE X-74365 AT TEE CUAllTTESK.
Telegrapnic proposals are not autnorized, and if s. emitted, such proposals shall be rejected.
i E?iCI.CSURE 8
NO-CFFER RESPCNSE FORM RFP NO.:
RS-RES 168 TITt.E:
" SEISMIC HISTORY OF THE EASTERN SEAB0ARD FROM NEW YORK TO NORFOLK, VIRGINIA" Please review the enclosed RFP.
If you do not desire to submit a proposal, c::molete the section below, fold this sheet as indicated on the reverse, stacle, affix postage, and mail back to the NRC, l
Gentlemen:
Please be advised that we do not desire to submit a proposal for the above RFP.
We / / desire / / do not desire to be retained on the NRC Contractor Bidders MaiTTiig List.
/7 he desire to be placed en the NRC Contractor Bidders K*.iling List.
l Name of Organizatinn:
i 1
l Authorized Signature:
l Typed Name and
Title:
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Cate:
l ENCL.05URE C i
Staple Hart Arru Postage Here U.S. Nuclear Aeft,latory Coeusission Office of Admin'stration Division of Contracts Washington, D.C.
20555 ATTN: Mrs. Helen Hagey Fold Fold l
Feld Fold l
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TABLE OF CONTENTS RFP-RS81-168 PART I - GENERAL INSTRUCTIONS Page Standard Form 33, " Solicitation, Offer, and Award";
" Representations, Certifications, and Acknowledgments"
'l PART II - SOLICITATION INSTRUCTIONS AND CONDITIONS Standard Form 314. " Solicitation Instructions and Conditions" 9
-- Proposal Presentation and Fomat 15
-- Business / Technical Propesal Instructions 15
-- Evaluation of Proposals 20 PART III - CONTRACT SCHEDULE Article I
- Statement of Work 22 Article II
- Period of Performance 25 Article III
- Consideration and Payment 25 Article IV
.0verhead/ General and Administrative Rates 25 article V
- Private Use and Protection of Unclassified 26 Governmenc Information 26 Article VI
- Key Personnel 26 Article VII
- Technical Direction Article VIII - Project Officer 27 Article IX
- Conflict of Interest Article X
- Travel Reimbursement 29 Article XI
- General Provisions /A1terations 31 32 PART IV - ATTACHMENTS NRC Contractor Organizational Conflicts of Interest (41 CFR Part 20)
NRC Organization Chart Attachrent 2 Optional Form 60 Proposal Summary and Data Sheet l
General Provisions NRC Manual Chapter 3202 Attachment S
- Please note that in order to reduce printing costs, only one copy of this document is included with this solicita:icn.
Please retain it for your files since any contract awarded as a result of this solicitation will also contain this docurent by refere.ce.
s l
glCLOSURE D l
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SOLICITATION, OFFER AND AWARD ' 'e'a"re".a "* "" "" ' "*' " '" '
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CLUT10N - LA TE 0!!tR$; See n.ne. 7 aear g et Secocusnome laeasemen.nnt Canne~oona,
{IOEO9YO9b$C YtSPOOSOS OYO 00t authorized)
An o,fm are sue cs se the tonomme:
- 1. The Sas.cnm.on tasari.ctions and constitons, sp 33.A.
January 1973
- 3. 7,ie sceie e.nasi. ass i e.e a fo, a.iassion iie,e.o.
sesen amen es attecned er inceroersees heren try reference.
- 4. Seach omer ve s.ons. roeren neessons.certificatene.ane oscifices ons
- 2. rne cene, e,o ons. ss 22.
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uinnes.,.ncor.oraseis ner i,,..esrence.
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,,.s tue cone,,,,m, Mrs. Helen Hagey (301) 427-4365 SCHEDULE l
j, ie unsteasca is assoiser o.vais ao is sueevassesances is ouaserir, SEE PART III 0F THIS SOLICITATION PACKAGE s - - -
e s.ee.
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09FER tgegen 2 ar's 3 anoer areo ue ru 1 cyrotered op ottorerp i coni..nce
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ersovi ces ve,ee at the oes.eneros poettsi, meinen tese tune toscifies we me schesis6e
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- 29. UNITED STATES OF AMERICA a3 **aso cars av (Stenature of corsteactur>g ot'ocers s
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2s isi stancare For'n 33 **e* ' atv 3-m P'.sC'*eeG Dy GSA Fa* (41 CFR) 1 't101 PD.INCIPAL PLACE OF PERFORMANCE:
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ed RS-RES-81-168 s
2 of 32 REPRESENTATIONS. CERTIFICATIONS AND ACKNOWLEisGMENTS CEPR ESENTATIONS Chece or comportr an auotecao e comes or otocus i The ottror res cesents as cart of nss offer that 1.
57,1ALL BUS'INE ;S dd:;.or 14 on SF D-A.o He C is C es ro! a trnall busmess concem if offeror.s a small Dusiness concern and es not the manuf acturer of the supplies offe'ec.
Ma also represents Inat :.8 swoos'es to be lumisnec nereunoer C will. C will not. be manuf acturered or produced by a smalt busmess concern 6 ene Unitec State. s ocuessons. or Puerto Rico.
2.
MINORITY BUSINESS EN-TERPRISE He C et,1 is not, a minority Dusineu enterprise. A manority busmess enterprise es Gef aned as a "busaness,at least 50 percent of wn.cn es owned by minor.tv youc memoers or.m case of pubhciv owned busmesses, at least 51 percent of the stock of which es owned byminority group members." For the purpose of tne defmeten. mmority group memtsers are Negroes. Spanish-speammg A erican persons.
AmericanCreentats. American inosans. American Esaimos.arvs American Aleuts.
3.
REGULAR DEALER - MANUF ACTURER (Apotecaose onsy to supply contracts encevoing SFO.000./
He es a C reguur casser in C manufacturer of, the suppues of fered.
CONTINGENT FEE !See ver.15 cn SF.75A.o 4.
(as Me C hat C nas not, emonoved or retained any company or persons (orner tnan a tutt-time cona Isr.e emotovee :vurting sode#y *or the otteroe8 to schcit or secure thrs contract, and (b) he 2 has.C has not. paid os agreed to pay any company or person ratner r/ san. f 1/-
time cona f,oe emaicivee woresng sojear for tne offeror / any fee, commission, percentage, or oronerage f ee contmgeet upon or resulting from the aware of this contract, anc agrees to furrush information relating to tal and (b) above, as requested Dv the Contractmg Officer. //nterpre-tstoon or the reoresentatsen unct.oco->g the term
- bona fee erno.oyee. 'see Code of Feoeral Regusatrons. Totte 41. Suoaart 1 1.5.1 5.
TYPE OF BUSINESS ORGANIZATION He operates as C an inosvedual. O a partnersnac. O a rionarofit organstation. O a corporation, incorporated unoer tne laws of the State of 6.
AF FlLIATION ANO IDENTIFYING D ATA (Ampt,caede ontv to severtrsed sotecitatsor:ts Eacn ot*eror snasi comotete tai ano (es if apoucacie, anc ics betow:
(as Me ! is. 2 is not, owned or controHed by a carent company. /See oar. 76 on SF M-A.,
(bl if the offeror es ownoc or controlled by a parent company, he shall enter in the blocas Deiow the name anc mem office accress of t
i tne carent comoany:
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anc wa.se c8*<t sco88tss
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ese(= t We'***e 3 i g3 G. ses%c.g a b aDE= TascC =;pe.meestsa sig pas r?.e ss u.a.
Castnoe $ g. g e.,
7.
EQUAL OPPORTUNITY (al He C has. C nas not, part4Cacated in a Drevious contraCl or subcontract tuolect eitnee to tne Eaual Opportumty clause nerem or contained an sectson 301 of Executive Oroer No.10925. or rne clause contameo en Secten 201 of Esecut the Clause originally 11114 that he C nas. C has not, fi6ed att recuerec comphance reports and tnat reoresentatens moscating submissen of reoverec comotaance rtoorts. signed Dv proposec subcontractors, will De cotameo prior to suocontract awaros (The above reoresentaten neoa not be suomettec m l
I conr ect:on with contracts or subcontracts whicn are enemot from tne eoual cocortunity clause #
Ne. at (06 The necer for offerort represents that (16 ne C has devesopec and has on file. C nas not ceve+ocert and ooes not nad on esce estachsnment affermative action programs as recuared my the rules and regulations of tne Secretarv of Lamor (41 CFR 601 anc dC 28 or of tne rules anc regularens of rne
- 62) ne C nr.s not prevously had contracts suotect to the written affirmative acten programs reouiremen Secretarv of t.noor. t Tne soove representatoon snatt oc ccmoietec by seen crocer for offerors wncse era uotteer as S50 000 or more ano.vno nm 50 or more emoeyees I CERTsFl CATIONS rC,ece o comorere an encacio on,es er o,oceso t
BUY AMERICAN CERTIFICATE eacn end product, except the end procucts hstec casow. is a comestec enc orocuct ias oefmec i
The offeror certif.es as oart cf his offer.tnat-m the clause entitiec ~ Buy American Act"). anc tnat components of unknown origen nave Deen consedereo to have Deen mined. prec cec. or l
rasn f actu ec outs.ce the Unitec States.
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CLEAN ASR AND MATE R 'Accacacee */ Ene 3*C or 3%~ *'r**cs X100 at tre contractor; off.cer Ms cettemened trar arcers
.,ncer ar. sncetonste ::.antity :2ntract e any rear mit enco*C 3700 000, cr a 'actorr r De.aed nas been r*e secrect of a cone.ctroet secer tr'e Coen Asr Act M2 U.S C ?857c.4!c){ Thor t?e fecern Ka:er *'oslurson Cartrol Act !22 V Z.C1319 fen a e se rsted oy EH.
se s nor at?*r wse ese*ent.)
- Me 3.ccer 3r offeror certif.es as foalows.
- as As v *achtv to be utshiec n me Der *ormance of tNs arcoosec
- entract C ~4s. C *as not. Deert hitec on tre Envircementai
- r:tect.cn Agency L.st of %cutiry Fachties.
Ici we I wornctiv nctify tne contraccrq officer. Jrior tes awarc.cf me recesct of any :smt wrucaten from trae Cirector. Cff.ca of seceral Acnrities. Environme ttaa P ctect'an Agenc). oc,catmg mat any fachty an.cn he proocses to use for me performance of me
- entract *s ncer :ces.ceraten to De httee on tre EPA hst of V.ctating Eacd.: es.
(c) ne mil.ecuce westar'tmfy thes certificanon, acudeg ins maragraon (d. in every menenemct wocsntract.
3.
CIRT1FICATICN CF INDEPENDENT PRICE DETERMINATICN IOne;ar. If on S/ 23.A)
<a# 3, wcm.ss.on of m.s offer, tne offeror =ect,f.es. ar4 e me ca*e of a ;o.nt offer, esca narry me<e*o certif.es as to its own orpmzaten, inat.o c=m ecten witn tms proceramen*:
(1) *be pr ces e mrs offer save meert arrrvec at.ne oecce-ttv. mt cut cenwitadon ccmmunction, or agreement, for tne Jur:cte of restr gtmg cOcacetiten as to any 'Mattef relatary !O wCn 3r*res mete any stBar offerce or eth arty competitort (31 Gr*tess 3t?*areese recuered 3y 'aw. the proces ***rt*CM nJw* 9e*1 cuot**3 se thes offer "Jee act been 'anCwengly Ciscosed Dy the Oderor afd evid not ' nowsegry e cascosec Oy IBe of*erci prcr to Oce'urg 4 t*e case of an aCvert: sed procerer*.ent Gr prior to amarc en tDe u
- Jse of a seg0tsatec proce tmeet, ostec3y or inds*ec!v to 4*y Ot"M 3*'*rcr 3r to arty c rNetstor; anc r
f 31 No atte-se =as =een -ace or nul me raace my tae efferer c ecuce ar'y str.er persen or f;rm to wormt or not to womit an I
of'er *or !*4t Durpose Of restr'Cung Coretcetrinort.
Of EaCM 3erscri s+griary !DS offer certif.es that:
l (11 He 4 trte corson in :ne of*e or's orgaruzation retoccsce etNn t*at orgamrat.on for me Oection as to the preces :eng o!'erec "t*ttri aric ! Mat *e *:as nCT Dartscgatec. anc will nct gar'scOate vrt any aCteort ccatrary to laHil t*rouW1 e4H31. aoove. or (3) W Ne,s not me persen on tre orderer's orgaruzat.cn respons.o.e a. min mat capes,zation for tre ceos.on as to t*e prices l
- evag ot'e ec ***em Out inat me as :een a tncnzoc.n arit rq to ac as-ageet *:t me se* sons resoces.cre for wcn cecs.on n certifysng mat wc :e<scr s aa.e act cartic :atec are ne not cart:ccate. in aev aedori contrary to taH1) mrcugn f 4H31 aoove, and as their agent coes eremy sc certify; arad tha ne mes not particoatec. and mas net :arve: ate.+n any act.on cocitrary to f aHil tnrougri faH3) acowe.
l 4
CEPTWCADCN CF NCr4 SEGREGATED FAC".J.ES !Accs> car >= to til contrac=. (2) suecontracts. ano 12) agreerrwits.*rn l
acc.. cants ano are :ne~se*aes per ormang lecerrJfr atsssrec ::~ttrucdon coetracts. esceocang $10.000 anoen are not osernor tront rne r
prevs.cns of t.'e E::.at Cccorranety clause.)
Sv *=e wemmen of tms 04. tae =ccer, et*eror, acuicant. sr wocscuac:e :r-tifes mat *e cces met me<tta.n or crow.oo for mes ef"D os ces attw segregatec *achtres at arty of Mas estand.stiments. And mat 'ie Sc+s rct Defmat has e=%olcyees to Der *crat tPest serv'Ces at arty
- Scatnon nce' "hs torttros, meece segregated 8actaties are mandatbrse2. *=e c***2f =es *wrther !3at ne snel 60t mamtaan or 2rovide for nts e***0 toy
- o ees arW.egrea,Jted f 4C.hties at any of N=s estachstimefits. arc that ne **44 not Def f==rt "tas emo*Cyees to Derform their serv 5Ces at afty 'Ceatacrt.
a?C;r "l's COrttrol. **eere segregated f actities are ma.rttained. The 3.cce' efferOr. aD=4aCartt. or w:ccrttractor agrees tr.at a breaCM of !Ns Cer+
ti'QtaCM s a # Claten of Te Equal COccrturety cause m 'his :Dntrac. As idec.n 'nes OtrDfcatte. the *.erm ~seyegated f aC4ettes* *ntaes Asiv mastJ"q rooms, morst areas, rest "Cor*s anc wasn reor"s restau aats arid cthe* eat'ng areas. tar =q cons toCRe* roccers ar'd other ftorage or r
l I
Oress.rq artes. Cart.ng ' Cts. Ormausa.g 'ouritaans, recreaten or eatettaertr-*r*f ar e&S. Trar'sCortattCrt. ar1C nouser g facistaes growaCod for l
emeuvees anc are segreaatec my esotect.rective or are 4 fact se;ree,atec on !?e tas.s of race. c scr. ret.g ca or natiortaa or9n. because of ' tacet. 'ccas c1. stem. Or stnermse
- e Nrt er acrees trat teneret meere
- mas octa.nec ce eticae :retif,catict s ' rom preoosed wocerttracers 'or soecfic t'me pe ecs me mal octain crat. cal c*rtificatces
- rom orcocsed wDcontractors pr-or to tre awarc of wocentracts encrocing SIC C00 nne are not ett-tet frem me :rev.s.cns of me Ecuaa Ccocrst ity cause: tsat me mit reta.n wcn crepftcat.or's m ' tis
- 8es. and tMat ne mis 'orwarc tre 'o6cwtog net.cr to wcn ;rcocsec meccetrac.crs (excret enere the Orcoosed succ=ntracort nave sucmrttec 4enticas certificat>cos for sceof:c dr e ser ocsl Notice to orcsoectrue suecontractors of recusteetent for certificationes sf nonsegregated facet >et.
A Ce df.cator; c' Noeseg egatec *acht es r ust se n. rmt ec pricr to m aware of a mec=ctrac exceecmq S10.000 arucs.s not seemet from t** aroesces of me Ecuse Coocitunitv cause. T*e err,f. car'on -av de wor ittee est er *cr eacn
~-ntract or for ais vc TE Tae sena,tr er maning raise / fees.: arose.-1.co.a 13 d
wccentracts surmg a period (i e :uarter+y sarmannuaWy or amsait,)
m ?Cor
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Continued en Page A
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- .*t e.w <v ~c ACx.NCwLEOGMENT OF AMENcuENTS 7e =rwar acanue eagee <ecoce of arrero-l
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er s to % Souc:esces ter :*ers anc remetec Soc 4'*er"3 thTIOerell and Oe'ed as iDWert l
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'.: TE ar'e': ma: or :crt* Twr ac:sta:e at: ::r :4 e :ntormren as
- ct.. rec :r :ns.~uc.:a:iors me:ucreg arrac'tr-r**v ??e at-a.rr Or mas.n: **w star?"ents.n :"tri is :re::r :e.n l4 J L C !OC1 itaa sers sor=.3
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PART I Representations, Certifications, and Acknowledgments - Continued SF-33 (Page 3) 5.
WOMAN-0WNED BUSINESS Concern is 6 is not 6 a woman-owned business.
The b_u.siness_i_s publicly u
owned, a joint stock association, or a business trust L_/ yes /_f no. The business is 6 certified 6 not certified.
A woman-owned business is a business which is, at least, 51 percent owned, controlled, and operated by a woman or women. Controlled is defined as exercising the power to make policy decisions. Operated is defined as actively involved in the day-to-day management.
For the purposes of this definition, businesses which are publicly owned, joint stock associations, and business trusts are exempted. Exempted businesses may voluntarily represent that they are, or are not, woman-owned if this information is available.
6.
PERCENT OF FOREIGN CONTENT The offeror / contractor will represent (as an estimate), inmediately after the award of a contract, the percent of the foreign content of the item or service being procured expressed as a percent of the contract award price (accuracy within plus or minus 5 percent is acceptable).
7.
NON-DISCRIMINATION BECAUSE OF AGE CERTIFICATION (1-12.1001)
The offeror hereby certifies as follows:
C (a)
In the perfonnance of Federal contracts, he and his subcentractors shall not in connection with the employment, advancement, or I
discharge of employees or in connection with the terms, conditions, or privileges of their employment, discriminate against persons because of their age except upon the basis of a bona fide occupa-tional retirement plan, or statutory requirement, and 6 (b) That contractors and subcontractors, or persons acting on their behalf, shall not specify, in solicitations or advertisements for employees to work on Government contracts, a maximum age limit for such emoloyment unless the specified maximum age limit is based on a bona fide occupational qualification, retirement plan, or statutory requirement.
8.
CERTIFICATION OF RECOVERED MATERIALS (1-1.2504(b))
The offeror / contractor certifies that recovered materials will be used as required by specifications referenced in the solicitation / contract.
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MS-RES-81-168 5 of 32 9.
CONTRACTOR ORGAN:ZATIONAL CONFLICTS OF INTEREST I represent to the best of my knowledge and belicf that:
The award to of a copact or the modification of an existing contract does (_/ or oces not (_/ involve situations or relationships of the type set forth in 41 CFR paragraph 20-1.5403(b)(1).
t If the representation as completed indicates that situations or relation-ships of the type set forth in 41 CFR-20-1.5403(b)(1) are involved or the Contracting Officer otherwise determines that potential organizational ccnflicts exist, the offeror shall provide a statement in writing which describes in a concise manner all relevant factors bearing on his represen-tation to the Contracting Officer.
If the Contracting Officer determines that organizational conflicts exist, th? following actions may be taken:
(a) impose appropriate conditions which avoid such conflicts.
(b) disqualify the offeror, or (c) determine that it is otherwise in the best interest of the United States to seek award of the contract under the waiver provisions of I 20-1.5411.
I The refusal to provide the representation required by 820-1.5404(b) or upon request of the Contracting Officer the facts required by 820-1.5404(c),
shall result in disqualification of the offeror for award.
The nondisclo-sure or misrepresentation of any relevant interest may also result in the l
disqualification of the offeror for awards; or if such nondisclosure or misrepresentation is discovered after award, the resulting contract may be terminated. The offeror may also be disqualified from subsequent related NRC contracts and be subject to such other remedial actions pro-vided by law or the resulting contract.
The offeror may, because of actual or potential organizational conflicts of interest, propose to exclude specific kinds or work from the statements of work contained in an RFP unlers the RFP specifically prohibits such exclusion. Any such proposed exclusion by an offeror will be considered by the NRC in the evaluation of proposals.
If the NRC considers the pro-posed excluded work to be an essential or integral part of the required work and its exclusion would work to the detriment of the competitive posture of the other offerors, the proposal must be rejected as unacceptable.
The offeror's failure to execute the representation required herein with respect to invitation f r bids will be considered to be a minor informality, and the offeror will be permitted to correct the omission.
Any contract resulting from a solicitation requirement shall include general clauses (41 CFR 20-1.5404-1) prohibiting contractors from engaging in relationships which may give rise to an actual or apparent conflict of interest. Note: NRC Contractor Organizational Conflicts of Interest (41 CFR Part 20) is included in Part IV as Attacnment No.1.
s
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I RS-RES-81-168 i'
6 of 32
)
i
- 10. COST ACCOUNTING STANDARDS (Ap;:licable only to negotiated contracts exceeding
$100,000 except when: see Federal Procurement Regulation, Temporary Regula-tion 44 dated March 29,1978).
It has baen' detemined by the Contracting Officer or his duly authorized j
representative that this mquimment is not in support of the national 4
defense pursuant to 4 CFR 331.20(b).
A.
COST ACCOUNTING STANDARDS ELIGIBILITY FOR MODIFIED CONTRACT COVERAGE If the offeme is eligible to use the modified provisions of 4 CFR 332,
[
and elects to do so, he shall indicate by checking the box below.
Checking the box below shall mean that the nsultant contract is subject to the Disclosum and Consistancy of Cost Accounting Practices clause in lieu of the Cost Accounting Standards clause.
6 The offeror hereby claims an exemption from the Cost Accounting i
Standards clause under the provisions c f 4 CFR 331.30(b)(2), and certifies that he is eligible for use. of the Disclosure and Consistency of Cost Accounting Practices clause because (i) during his cost accounting period inmediately preceding the period in which this pmposal was submitted, he received less than $10. million in awards of CAS covend national j
defense prime contracts and subcontracts, and (ii) the sism of such awards equaled less than 10 percent of Ms total sales during that cost accounting j
period.
The offeror furthei cert:ifies that if his status changes prior to an award resulting fron this pmposal, he will advise the contracting Officer innediately.
I CAUTION: Offerors may not claim the above eligibility for modified contract coverage if this proposal is expected to msult in the award of a contract of $10 million or more or if, during their current cost accounting period, they have been awarded a single CAS-covered national i
defense prime contract or subcontract of $10 million or mom.
l 8.
COST ACCOUNTING STANDARDS CERTIFICATION - NONDEFENSE APPLICABILITY Any negotiated contract in excess of $100,000 resulting from this solici-f tation shall be subject to the requirements of the clauses entitled i
Cost Accounting Standards - Nondefense Contract (FPR 81-3.1204-2(a))
and Administration of Cost Accounting Standards (FPR 31-3.1204-1(b)) if i
it is awarded to a contractor's business unit that is performing a national defense contract or subcontract which is subject to cost accounti.sg standards pursuant to 4 CFR 331 at the time of award, except contracts which are otherwise exempt (see FPR 81-3.1203-2(a) and (c)(4)).
Otherwise, an award resulting from this solicitation shall be subject to the requirements of the clauses entitled Consistency of Cost Accounting Practices - Nondefense Contract (FPR 51-3.1204-2(b)) and Administration of Cost Accounting Standards (FPR ll-3.1204-1(b)) if the award is (i) the, first negotiated contract over 5500,000 in the event the award is a contractor's business unit that is not performing under any CAS-covered j
national defense or nondefense contract or subcontract, or (ii) a negoti-l ated contract over $100,000 in the event the award is to a contractor's l
business unit that is performing under any CAS-covered national defense or nondefense contract or subcontract, except contracts which are other-wise exempt (see FPR ll-3.1203-2(a) and (c)(4)).
This solicitation notice is not applicable to small businese concerns.
- ""' ":::: r r. ~r r r r *: = - :. -. = : -
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RS-RES-81-168 7 of 32 Certificate of CAS Applicability The offerar hereby certifies that:
A.
6 It is currently performing a negotiated national defense contract or subcontract that contains a Cost Accounting Standards clause (4 CFR 331), and it is currently required to accept that clause in any new negotiated national defense contracts it receives that are subject to cost accounting standards.
B.
6 It is currently performing a negotiated national defense or nondefense contract or subcontract that contains a cost accounting standards clause required by 4 CFR 331 or 332 or by FPR Subpart 1-3.12, but it is not required to accept the 4 CFR 331 clause in new negotiated national defense contracts or subcontracts which it receives that are subject to cost accounting standards.
C.
6 It is not performing any CAS-covered national defense or nondefense contract or subcontract. The offeror further certifies that it will innediately notify the Contracting Officer in writing in the event. that it is awarded any negotiated national defense or nondefense contract or subcontract containing any cost accounting standards clause subsequent to the date of this certificate but prior to the date of the award of a contract resulting from this solicitation.
~
D.
![ It is an educational institution receiving contract awards subject to FPR Subpart 1-15.3 (FNC 73-8, CMB Circular A-21).
E.
6 It is a State or local government receiving contract awards subject to FPR Subpart 1-15.7 (FMC 74-4, CMB Circular A-87).
F.
6 It is a hospital.
NOTE: Certain firm fixed price negotiatu nondefense contracts awarded on the basis of price competition may be detennined by the Contracting Officer (at the time of award) to be I
exempt from cost accounting standards (FPR ll-3.120302(c)
(4)(iv)).
l Adc'itional Certification - CAS Applicable Offerors G.
6 The offeror, subject to cost accounting standards but not certifying under D E, or F above, further certifies that practices used in estimating costs in pricing this proposal are consistent i
with the practices discussed in the Disclosure Statement (s) where they have been submitted pursuant to CASS regulations (4 CFR 351).
I i
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RS-RES-81-168 8 of 32 l
Data Required - CAS Covered Offerors The offeror certifying under A or B above but not under D, E, or F above, is required to furnish the name, address (including agency or department ' component); and telephone number of the cognizant Contracting Officer administering the offeror's CAS-covered contracts.
If A above
- is checked, the offeror will also identify those currently effective cost accounting standards, if any, which upon award of the next negotia ed national defense contract or subcontract, will become effective upon the offeror.
Name of CD:
Address:
Telephon: ho.:
Standards not yet applicable: __
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RS-RES-81-168 9 of 32
,p.
MRT U SOUCITATION INSTRUCTIONS AND CON 0 MONS I
- 1. DEriti TIONS.
,1 Aa ned here.
slot.
,g (a) he term "soucitauen" means Invitauon for Bids (IF3) waere (a) Any bd rece, sed a* the 4 c he at.d in the sobritauer. after the procurement is adiernied. and Arquest foe Proposal ( AFP) where the enaat ume specaned for tree tn =ill e.cs be considered unlesa at is I
the procurement a negotiated.
received before a.ard is m &.nd.+ he r-(b) The terts "o#er" means bd where the procurement is adver.
(Il It was sent bv reest. e1 ne.eri; red esa. oot :stre than the l
tised, and proposal where the procurement is negotaated.
Alth calendar das prwe to in* dair sp.i MI for the receipt uf bds (c) For purposes of t. solicatataos and Block 2 of Standard Torin (e s., a bid suberutted m res;>. ns-ss
.uhritation requarine me:pt of a
- 33. the terin "adverused*' includes Small Business Restricted Adver.
bas by the 20th of the month must have been rnsited br the !!th or ta ng and other types of restricted advertaanag.
eartaer) ; or (2) It was ernt bs reaal (or t 'erram d ai.thortard) and at is
- 2. PREPARATION OF OFTERS.
determined bv the Governmens that the fair receipt.as due solely to (a) 06erors are espected to enarnene the drawings, speciAcauona, mishandhar bv the Coscri. mens afte r recript at the Goverr. ment Schedule, and au matruct ons. Faalute to do so will be at oderor's installataan.
rash.
(b) Any modancataca or withstrawal of a 1%d.s subrett to the same (b) Each oKeror shall furnish the information required bv the condiuona as in t al, abovs. A b.d enay aim be withdrawn in person solictation. De oderor shall sign the solicitauon and print or type bv a bdder or his authortmed reprewntauve, provided bs idenutv as ha name ce the Schedule and each Contanuation Sheet thereof os made known and he sagns a meipt for the oid %:t only J the mth-whnh he makes an esto. Erzsures or other changes must be insualed drawal :s route prior to the esare ume set for rece pt of becb.
by the person nsgnang the o#er. 04ers signed by as agent are to be (c) De oeiv accr9 table evidener t.. establish:
accompaesed by evidence of his authority unless such endence has
(!) The date of maa:ing of a taic bd, modiacatonn. oc withdeswal brevi prenously furnashed to the issuang o4ce.
sent either by registered of cer Jied rnaal e the U.S. Postal Service (c) Unas pnce for each man o#ered shan be shown aaJ such pnce postmark on both the envelope or wrapper and on the onginal receipt shal! include packing unles othermae spec &ed. A iotal shah be entered from the U.S. Postal Service. If neithst postmark shows a legible date, in the Arnovas column of the Schedule for each item ofered. la case the bad, medincauce, or mthdrawal shall be deemed to have been b
of dasertpancy between a unas pnce and estended price, the unat vice maaled late. (The term "pammark" means a printed. stamped. or other.
wiH be presumed to be correct, subject, however. to cormtase to the mae placed impressieri (esclusne of a postage rneter machine impres.
same essent and us the same amanner as any other taastake.
sion) that is readaly sdent Aable without further actmo as having been (d) Csers for supplies or services other than those spec 6ed will noe supplied and ahed on the date of maihng bv emplovees of the U.S.
be considered unless authoriand by the solicatataan.
Postal Service. Therefore, ofero. shmid requess the postal clerk to I
(e) Oferer must state a dedaste une for delivery N supplies og place a hand -_='-N- - bur's-eye "postreark" on beds the receipt for perfoermance of services unies otherwise spec 6ed in the soincitataesi.
and the envelope or wrapper.)
(s (f) Time. if stated as a number of days, mil include Saturdays.
(2) The tame es' receipt as the Government instaHaties is the Sund;ys and bolidava, tirme.date stamp of such instalianos on the bd wrapper or other 6
(g) Code bones are for Government use only.
documentary evidence of meipt maineamed by the instaHation.
l (d) Notethstanding (a) and (b) of thas provisson, a late medi&-
- 3. EXPLANATION TO OFFERORS. Anv esplanatice desired by as canon of an otherwise successful bd which raskes its terms more li odtror regarding the menaang or interpretaune of the solicitation, favorable to the Government ml! be :onsidered as any tame at is re-i disuings, spec 6 cations, etc., met be requested in writing and mth cesved arut may be accepted.
J su&cient time allowed for a reply to reach oderers before the neb.
Notes De testa " telegram" includes ramalerama, maasson'of their oders. Oral cuplanauona or instructions grwe before the award of the contras: mH not be bading. Amy informataos gives fL LATE PROPOSALS, WOOfF1 CATIONS OF PMOPObt.S. AND to a prospecuve oderor concerning a solicataune wiH be furnashed so WITHOAAWAl.5 OF PftOPOSALS.
f all proepectave oderers as as amendment of the solicitation, if such (a) Amy proposal received as the oSce desagua in the solIcta-informanon is neces..ry to o#erors is submitting oders ce the solicats-tion after the exact tarme specAed for receipt wsil be considered
[*
taasi or if the tack of such infortw= would be prejadacial to un-malens it is mesved before award is reade, and:
l informed oNerors.
(
It was sent by registered ceruned at ter than the a,' og,,'",
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- 4. ACxNOWLEDGMENT OF AMENDMENTS TO SOUCITATIONS.
,,9;,,
Itaceipe of am amendment to a solictation by as o#eror muss be oders by the 20th of the month a
maaled by the 15th or acknowledged (a) by sagning and returning the amendment, (bl on earher):
et page three of Standard Form 33, or (c) hv letter or telegram. S sch (2) Is was sens maal (or te if authoriaed) and it is
[
achaewiedgment must be received prior to the bour and date spectied determaned by 'he t
. e late receipt was due solely y.
for receipt af o#ers.
to mishandIir.g bv the in after receipt as the Government O
installation; or S. SU5fRSSION OF OFFENS.
i{
O) It is the only a meived.
(a) Ofers and modi 8 cations thereof shan be each ad in sealed (b) Anv modinctuon a proposal. ese tacation resuhing k
e'u! opes and addressed to the oSce spec Ged in the soes statsee. The frun the Contre gO r a request for "
6aal" e
su escror shall show the hour and date speca6ed in the solicitatson for ject * ~ ~d :i d ns as in ! (
)(2) oft receipt, the solicitauen eumber, and the aarne and address cJ the A
resulung stractmg O est oK4ror on the face of the envelope.
for-oder me af e use and date fted as lJ (b) Telegraphac oKers mu not be conssdered unless authertard by the t
nos be cona ens men ore ward and i
l& the miicitanon; however, c!fers taav be moda6ed or withdraw *n by the late eces is due solely to :n ad!ing by ment after written or teiegraphne nonce, prmded such notice is received prior to receipt a Government in uos.
's the hour and date specAed for maps. (However, see paragrapha 7 (di n v acceptable evidence to and 8.)
(I) e date of mailing of a late o or modi l
(c) Sarn;:8 s of iterne, when required, must be submitted within the either by regastered or certaned t
LS. Postal t-F inne speeded, and unless otherwise speca6ed by the Government, at mark sn both the envelope a wri en the ori m pt from no espense to the Government. If oos destroved by tesung, samples the U.S. Postal Service. If a rudC r
mart shows te, the i
wiB be returned at oderor's rettuest and eepense, unless othermer proposal or moda6 canon shi il bi deemed o
ailed late.
h specied by the solicztataca.
(De term "postinark" mear I a p sated, staa erwise, placed i
impressaon (enctusa a
ktage m
presson) that is
- 6. FAILURE TO SUSMIT OFTER. If no oder is in be submitted do readily ideno6able urther a n as av-ng been applied asd not return the solictation unless otherwise,specAed. A letter or post
- affiaed on the daie ing bv 4
the U S. Pcatal Scree.
card shall be sent to the issuang of5ee advising whether future sulir-Therefore, oferers should request tal clerk to place a haad itanons for the type of supphes or services covered by this solacatatson cancef'atace bu!!'s-eye " postmark" tin the meipt and the envelope at: heed Taalure of the recipient to oder, at en noufy the assuang
.e,,,pp., )
cake %at fut;are solicitauens are dessred, may result in remmat ni (2) The tame of receipe na the Governrrent matallar on is *.he 2
ths turne of such recipient from the mailing list for the type of supphe' ume-date stamp of ruth instalianon on the proposal wrapper or ot. er or services covered by the sohcstataan.
docurnentary evidence of receipt maantained by the insta!!suon.
g syassoano ronsd m4 can -ra P:wwreed be C3A. Fy1 (4 CFR) 1-Id. tot i
'6 c
RS-RES-81-168 s
10 of 32 (el Notwithstandmq (a l. (b), and (c), of this provisson, a late 35-4SI, the Contract work Houri Standaros Act (+0 U.S C 3.*-330s.
rnodahcauon of an oiberwer successful procesal which makes its terms and the S*rvice Contract Act ni 1963 # 41 U.S C. 351. M7. tr.av be men f avocal,4 te the Covemsnent wit! be considered at any itsee et e
,,ntained truen the Department nf Lahur. Washineton, D.C. t. 3 0. <>r recewed and. mas be suepeed frnen any regional oEre ni that seeney Requ sts f..r ant.e-nau~.nnukt e
(f) Prop..mah mm. N wethdrawn by wnsten or e legraphic notace melude the suhettainom number, the nanic and addiem. f the
.**uamt Isnor to award. Prnposals eney be withdrawn sa atency, and a deirripuon of the supphes ear sc* vices recened at an) tea person by an 08erar or his authansed representattw, provided his idexui, is made bauwn and he signs a receipt for the proposal prior
- 15. SELLER'S INVOICES. Invoices shall be prepared and substeed ti award.
in quadru scate (one coPv shan be marked "ongsnal") unless other.
Note : The term " telegram" includes mailgrams wise speca lavosces shall contain the fo!!owing informanon. Con Nose: The attemate late proposals, mod 4 cations of propenals and tract and order number (if any), item numbers, desenpuoc of s-rphes quannues, unit pnces, and extended totals. B.ll of mthfrawals of proposals pro ssion prescribed by 41 CFR l-3.802-2(b) or services, sees, d weicht of shipment will be shwa for shipments shall be used in heu of provisana 8, if spec 3fied try the contract.
lading number an made on Government bills of ladaag.
gg (a) Notethstanding the f act that a blank is provsded for a sen (10)
- 14. SMAl.L SUStHESS CONCERM. A sma!! busines concern fur the day riiscouas. prompt paiment decounts encred for payunent withis purpose of Govemment procurement is a concern, including its aEli-less &n twents (20) calendar dau wiD not be canadered is evale-ates, wluch is independentir owned and operated, is not desnicast sa ctang.,4 cts for award nlem otherwise spectned in the schcitatana.
the 6 eld of operation so which it is subaustang oders ce Gover. ment Heweser, oncred dacounts of les than 20 days mu be tahee if pay-contracts, and can further quahiy under the critena concerning num-ber of emplovers, average ' annual receipes, or o*her enterta, aa pre-metts is mau. within the dieu.una penod, ewn though not comedered scribed by the Small Business Administrauan. (! er Code of Federal in the evaluation of odert (to In connecteun with ans discount oKered, tune mD be computed Regulataans, Title 13. Part 121, as amended, which contaars detailed frora date of deliver; of the supphes to carner when deirvery and industry de6 nations and related procedures.)
acceptance are at pr. int of ongin, or froen date of dehvery at deso-acuon es of tabarLation when delevery and acceptance are at
- 15. CONTINGENT FEE. If the oderor, by checking the appespnate either of t points, or fmen the date correct mvoice or voucher is boa provided therefor, has represessed that he has employed or retained y or person (nther than a full-time bona Ede employee worb recesved a the o&ce spacified by the Gosencet, if the latter date a com ing ety for & o6eror) to soficit or secure this contract. or tAat he es later than date of dehvers. Payment a deerred to be made for tae purpose of caraing the discount on the dase of maihng of the Govern-has paid or agned so pay any fee, commesion, percentage, or brdeage fee to any company or pereen contingent espen or resulting from the races chech-award of LMs contract, he shall furnish, in dupbcase, a complete Stand-ard Torm 119, Contractor's Statement of Conungers or O'.her Tees If 11 MARD W CONWCL g
m oderor has previously furnished a casopleted Saar.dard Furrs 117.o the
- g' ~ybose f
e o
.gce issuing this sehcitataos, he tasy accompany has rder with a s.gned fr
_m
$11 men { pnee andther f tors curdred.
statement (a) andscazing when such completed form was prenously I
The Government rescrwa the naht to re ect any or all Wers furnished. (b) identifnns by number & prenous salicatation or con-and ta wasve informsbucs and snimar irngulariues an oNers received.
tract, if any, in connecuoe with which such forra was submitted, and (c) The Government mas accept am, nem or stoup of sicas of sev (c) representing that the statement in such form is applicable to this oKer, unless the oderor quahars his oKer be noenfic limstationa UN-oge,'
LESS OTHERWISE PROVIDED IN THE SCHEDULE. OFFERS MAY BE SUBMITTED FOR ANY QUANTITIES LESS THAN IL PARENT COMPANT. A parent cormpany for the purpose of thu T!!OSE SPECIFIED, AND THE COVERNMENT RESERVES Ar u a cupm which eihr owns or controls the actwiues and basse hews of the oneror To own another compan, means the THE RIGHT TO M AKE AN AWARD ON ANY ITEM FOR A QUANTITY LESS TH AN THE QUANTITY OFFERED AT THE busincu $pany must own at least a rnajonty (more than 50 percent) arent co LNIT PRICES OFFERED UNLESS THE OFFEROR SPECIFIES
[f the voting nghu in that company. To control another company, such OTHERWISE IN HIS OFFER ownership u not required; if another company is able to fo=ulata,
+se furnished) to the successful c6eror withmOder) mailed (or other-deri% w w basic Mnes pohey decamans of & e6eror, sedi (d) A wntire award f ur Accept.nce of the time for acceptance other company a considend the parent company of th oderor. Thas specafied in the oder shall be deemed ar resuh in a landing contract control rest be esercued through the use of doeninant n.inonty s oting "I
"**"I P * * **""I*"
""* I'"'"
I g par grap wh (h) apply only to n-gotiated
- 17. EMPLOYER *$ IDENTinCATION NUWWER. (Applicable only to
) The Governrnent mes accept willun the time speci6ed therein.
adverused sohcitauant) The oReror shall ensert an the apphcable space tav oder (or part thereof, as pronded in (el above), whether or not on the eMer form, if he has no parent company, ha own Engloyer's there cre negoustions subsequent to its receipt. unless the oder is wit..
Idenu6cauce Number (E I. No.) (Federai Social Secunty Sumber drswn by wntien notace recened by the Gosernment pnor to award.
Empiover's Quarterir Federal Tax Return, U.S. Treasury used on If subsequent negouanons are conducted. thr. shalf not caosutute a Department Form 941), or,if he has a parent company, the Ernployer's rejection or counter cMer on the part of the Coivenment.
Identificauon Number of has parent compant.
(f) The nght is reserwd to accept other than the lowest oNet and to re;eet any or all eMers.
- 15. CERTIFICATION OF INDEPENDEMT PRICE DETERt4tN tTIOM.
(g) The Government may award a contract, based on initial ofers l
received. without discusion of such cKers. Accordmsly, each initial (a) This certi6 cation on the cKer form is not applicable to a foreign oder should be submitted on the most favorable terms from a price nReror submittme an oder for a contract which requires perferrnance tad technical wandpomt which the nReme can submit to the Cover **
or deliverv outside the United States, is possessions. and Pueno Rico.
I (b) An oser will not be considered for award where (a l(11. Is)(3).
toest-(h) Ane fmancial data submitted with arn cdfer hereunder or any or (b) of the certification has been deleted or inodined. Where :a)(2) representation concernanc facilitaes or 6nancing will nr.. form a part of the certi6 cation has been deleted or modi 6ed the oMer will not tie of any resulung contreet; prosided. however, that if the resulting con-considered for award unless the oKeror furnishes with the oder a signed tract contams a classe prending for once reducuun for defeetrve cost statement whsch neu forth in cetail the circumstances of the dis:.losure or pncing data, the contract pnce will be subject to reduction if cost and the head of the agency, or his designee. determines that such dio-er precang data furnished hereunder as ancesapb
- naccurate, or not closure was not made for the purpose of restncting compeuuon.
current
- 19. ORDER OF PRECEDENCE In the event of an inconsistency be.
- 11. COVERNMENT-FURNISHED PROPERTY ' a material laboe. or tween Provissons of ths sohcitauon. the inconsassency shall be r solved bv giving precedence in the following order: (a) the Schedule; (b) fanhines will be furnished by the Governmeni unless otherwise pro-vided for in the scheitation.
Solicatauon Instrucuons and Conditions; (c) General Pronsicss; (d) other provisions of the contract, whether incorporated bv refer-nee or
- 12. t. ABOR INFORMATION. Cencral mfonnation regardmg the re-quarements of the Walsh.Healey Public Contracts Act (41 U.S.C.
otherwise; and (e; the speci6cauona l
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STANDARD FOpse 3S-A Bach (#8v.1*N o u o e aaneae e.m.=, oe*ies e s te-re s 44 t mee s
l RS-RES-81-168 11 of 32 PART II SOLICITATION INSTRUCTIONS AND CONDITIONS (Continued)
Note the following substitutions of the paragraphs listed in the SF-33A.
8.
LATE PROPOSALS, MODIFICATIONS OF PROPOSALS, AND WITHORAWALS OF PROPOSALS (FPR 1-3.802-2(b ))
(a) Any proposal received at the office designated in the solicitation after the exact time specified for receipt will not be considered unless it is received before award is made, and:
l (1)
It was sent by registered or certified mail not later than the fifth calendar day prior to the date specified for receipt of offers l
(e..g., an offer submitted in response to a solicitation requiring receipt of offers by the 20tn day of the month must have been mailed by the 15th or earlier);
I (2)
It was sent by mail (or telegram if authorized) and it is determined by the Government that the late receipt we due solely to mishand-l Ifng by the Government after receipt at the Gover ment installation; (3)
It is the only proposal received; or (4)
It offers significant cost or technical advantages to the Government, and it is received before a detennination of the competitive range has been made.
(b) Any modification of a proposal is subject to the same conditions as in (a) of this provision.
(c) The only acceptable evidence to establish:
(1) The date of meiling of a late proposal or modification sent either by registered or certified mail is the U. S. Postal Service postmark on both the envelope or wrappn md on the original receipt from the U. S.
Postal Service.
If neither postmark shows a legible date, the proposal or modificaticn of proposal shall be deemed to have been mailed late.
(The term " postmark" means a printed, stamped, or otherwise placed impression (exclusive of a postage meter machine impression) that is readily identiff-able without further action as having been supplied and affixed en the date of mailing by employees of the U. S. Postal Service. Therefore, offerers should request the postal clerk to place a hand cancellation bull's-eye
" postmark" on both the receipt and the envelope or wrapper.)
(2) The time of receipt at the Government installation is the time-date stamp of such installation on the proposal wrapper or other docu-l mentary evidence of receipt maintained by the installation.
(d) Notwithstanding (a) and (b) of this provision, a late modificaC:n of an othemise successful proposal which makes its tenns more favorable to i
the Government will be considered at any time it is received and may be accepted.
(e)
Proposals may be withdrawn by written or telegrapnic notice received at any time prior to award.
Proposals may be withdrawn in person by an offeror or his authorized representative, provided his identity is cade known and he signs a receipt f)r the proposal.orier to award.
NOTE: The term " telegram
- includes nailgrams.
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RS-RES-81-168 i
12 of 32 Paragraph 10 (a) on page 2 of the SF-33A is hereby deleted.
Paragraph No.
19 on page 2 of the SF-33A is hereby deleted in its entirety.
1.
LEVEL OF EFFORT The NRC's estimate of the total of scientific, technical. and clerical effort for this project is approximately (3) man-months This information is advisory and is not to be considered as the sole basis for the development of your staffing plans.
You must detail how you intend to accomplish each objective covered herein.
2.
TYPE OF CONTRACT It is contemplated that a Cost-Plus-Fixed-Fee contract will be awarded; however, the Government reserves the right to negotiate and award whate ver type contract is determined to be most appropriate.
In addi-tion to the 'special provisions of this request for proposal, any resultant l
co-/.ract shall include the general provisions applicable to the selected i
offeror's organization and type contract awarded. Any additional clauses j
required by Public Law, Executive 0:dar, or procurement regulations in effect at the time of execution of the proposed contract will be included.
3.
PERIOD OF PERFORMANCE / SCHEDULE l
The Government estimates that the work hereunder including preparation and submission of the final report, shall be cc:npleted within twelve
( 12 ) months.
4 ACCEPTANCE PERIOD Because of the time required by the Government to evaluate proposals l
adequately, offerors are requested to specify a proposal acceptance period of not less than 120 days.
l S.
ANTICIPATED AWARD DATE It is anticipated that an award under this solicitation shall be made by April, 1981.
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6.
COST OF PROPOSAL PREPARATION 1
This solicitation does not comit the Government to pay any cost for the r. reparation and submission of a proposal or for necessary studies l
or designs for the preparation thereof; or to procure or contract for the articles or services shown under Part III herein.
1
RS-RES-81-lE8 13 of 32 7.
INDIVICUAL(S) AUTHORIZED TO NEGOTIATE The prospective offeror will list the name(s) and telephone nuccer(s) of the person (s) authorized to conduct negotiations on the " Proposal Summary and Data Sheet" (see Part IV, Attachment No.-4) which is to be subattted with each proposal.
Offerers are cautioned that the person signing the proposal must have the authority to coenit the offeror.
8.
PROPOSAL SL?98ARY AND DATA SHEET (See Part IV, Attachment No. 4)
A completed " Proposal Susmary and Data Sheet" shall be submitted with each copy of the proposal.
9.
RFP IDENTIFICATION Mailing envelopes should be marked with the RFP nueter, the RFP closing date, and the notation:
"D0 NOT OPEN IN MAIL RCOM." Also, include the RFP number in your cover letter and on each page of your procosal.
10.
AWARD NOTIFICATION All offerers will be notified of their selection or nonselection as soon as possible.
Formal notification of nonselection will not be made until a contract has been awarded.
It is also brought to your attention that the Contracting Officer is the only individual who can legally connit ne Goverr. ment (i.e. the i
NRC) to expenditure of public funds in connection with this precure-j l
ment.
This means that unless provided in a contract document or specifically authorized by the Contracting Officer, NRC technical personnel cannot issue contract modifications, give informal contractual commitments or otherwise bind, commit, or obligate the NRC contractually.
Informal contractual commitments include such acticns as:
a.
encouraging a potential cuntractor to incur costs prior to receiving a contract, l
b.
requesting or requiring a contractor to make changes under a contract without formal contract modifications, c.
encouraging a contractor to incur costs under a cost-reimbursable contract in excess of those costs contractually allcwable, and l
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RS-RES-81-168 14 of 32 d.
connitting the Government to a course of action with regard to a potential contract, contract change, claim, or dispute.
11.
DISPOSITION OF PROPOSALS After award of contract, two (2) copies of each unsuccessful proposal will be retained by NRC's Division of Contracts and unless return of proposals is requested by the offeror upon submission of proposal, all other copies will be destroyed. This notification should appear in any cover letter accompanying the proposal.
12.
NOTICE OF PROPRIETARY INFORMATION a.
Notice of Proprietary Information - Offerors are advisea that those portions of the Proposal wnich am considered to be propri-etary shall be so identified.
In the event the offeror fails to indicate on the title page and each sheet of the proposal what portions of the proposal are proprietary, the N?C assumes no liability for disclosure or use of unmarked technical data and may use or disclose such data for any purpose. The clause set forth in paragraphs b. and c., below, should be utilized by the offerer in marking his proposal.
b.
Use and Disclosure of Data - Freedom of Infonnation Act Requests "This data 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 the proposal; provided that if a contract is awarded to this efferor as a result of or in connection with the submission of this data, the Govermeent shall have the right to duplicate, use or disclose the data to the extent provided in the contract. This restriction does not limit the Government's right to use infonnation contained in the data if it is obtainable from another source without restriction.
The data subject to this restriction is contained in sheets Our failure to mark the proposal with a legeno or otherwise identify and restrict the disclosure and use of data in the proposal shall be interpreted by the NRC as an acknowledgment that the contents of the Technical Proposal may be released, disseminated, or otherwise disclosed by the NRC pursuant to a Freedom of Information Act request."
l c.
Moreover, each sheet for which the offeror desires to restrict t
disclosure shall be marked with the following legend:
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"Use or disclosure of proposas data is subject to the restriction on the title page of this proposal. I claim that infonnation contained herein is proprietary and shall not be disclosed by the NRC in accordance with t
l Exemption 4 of the Freedom of Information Act."
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t RS-RES-81-168 15 of 32 l
13.
PRCPOSAL PRESENTATICN AND FCRwAT a.
Proposals will be typewritten or reproduced en letter-si:e paper and will be legible in all recuired copies. Unne<:essarily elat-orate.brocnures er o ner orssentations beycnc :nat sufficient to present a c:nwiete and effective propcsal are no desired and may be construed as an indication of the offeror's lack of cost con-sciousness. Elaborate art works, expensive pa:er and binding, expensive visual and other presentation aids are neither necessary nor desired. Legibility, clarity, and cosoleteness are important.
b.
Proposals in response to this Request for Preposal shall M sub-mitted in the following three (3) secarate and distinct parts:
(1)
One (1) original signed copy of this solicitation package.
All applicable sections must be coecleted by the offeror.
(2) One (1) original and four (4) copies of the " Cost Freocsal" shall be submitted in accordance with the guidelines set forth in the paragraph belew entitled, " Business Manaceeent Require-I ments. "
(3) One (1) original and four (4) copies of the " Technical Preccsal" shall be submitted in accordance with the guidelines set forth in the paragraph belew entitled, Ty.hnical Preocsal Content."
Each of the parts shall be separate and complete in itself so that evaluation of one may be accomolished andependently of evaluation of the other. All documents submitted shall have a cover page with the identifying RFP title, the solicitation number, and name of the j
offeror.
NOTE: If your records are currently under audit cogni:ance of a Government audit agency, the address and telephone nuncer of that office should be furnished on the "Preposal Sumary and Cata Sheet."
One (1) copy of the solicitation package Technical Preposal, and Cost Preposal shall be submitted by the offerer to the cogni: ant audit agency concurrent with the submittal of the propcsal to the NRC.
14.
BUSINESS MANAGEMENT REQUIRE.ENTS w
a.
Cost Prooosal The offeror should utili:e the Optional Fom 60 Contract Pricing l
Proposal (Research and Ceveicoment), in submitting the Cost Proposal. Offerers may, however, submit the necessary inforse:1on in a different format where the offeror's acccunting system makes use of the fom impractical, or when required for a more effective and efficient presentation of cost information.
In either instance.
the infor nation furnished shall include ;ertinent details sufficient to show the elements of cos: upon which the total cost is precicated.
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i RS-RES-81-168 16 of 32 i
Cost will be evaluated on reasonableness, validity, and reli-l ability.
The " Cost Proposal" must include, but is not limited to, the j
following:
Material
- A detailed listing of items including the quantity, basis of cost estimate, unit cost and sources of cost.
Labor
- The basis for the estimated hours broken down by category and task, and the source of labor rates.
Level of effort data shall be expressed in man-hours.
Indirect Cost - The source and basis of determination of all indirect costs.
Travel _
- The breakdown of all travel by trips, segregating all transportation and per dies costs. Copy of the official Government approval of the offeror's travel policy, if granted, or in lieu thereof, a copy of the offeror's travel policy.
NOTE:
In the absence of a Government approved contractor travel policy, the prevailing Federal Travel Regulation' rates and the clause entitled.
" Travel Reimbursement" in Part III shall apply.
Other
- The offeror's fiscal accounting period (Fiscal Year) and the name, address, and the telephone number of the offeror's cognizant Government audit agency.
b.
Manaoement The management aspects shall include, but not be limited tc,
- 2 following and any data pertinent thereto:
l (1) Project scheduling and contingency planning demonstrating a logical pagression and integration of the tasks to insure completion within the performance period and with]ut program slippage.
(2) Management organi:ational structure delineating areas of respon-sibility and authority under the proposed effort. Describe the relationship of the project organization to corporate management and to subcontractors, if any. Discuss the functions and authsr-ities of the project manager.
(3) Procedures to perioMeilly review in-house organizational func-tions, program reviews and controls and subrequent coordination with the NRC.
RS-RES-81 -163 17 of 32 (4) Management controls expected to be utilized to preclude a c: -
tr3Ct C3st grcwth.
c.
Man:cuer Availacility Describe One source of personnel required for performance of each task and not presently empicyed by the offeror.
If any of the ersonnel are under cc-nitment, describe the terns of the cc:rait-ment (s). Note specifically the personnel that will be on board subject to a contract award.
d.
Censultants Exclain the need for consultant services. List pregased consultants i f kncwn by name. For each list shew (1) nature of services, (2) fee rate, and (3) total censultant fee and any other allewable related costs wnich =ay be involved, such as travel and per diem.
Such fees may not be said to employees of the centractor or to emoloyees of the U. S. 3cvernment.
e.
SubCOntr3ctors If the offeror plans to subcentract any of the work to be ;erfcrmed, list proposed subcentractors if kncwn by name. Provide a detailed breakdcwn of specific work to be subcontracted and tne approxirrate cost involved.
f.
Labor Surolus Area Program Recuirements In keeping with the Federal Labor Surplus Area Prograu, the offeror is required to provide information on the general e'; ncaic conditiens of the area in which subcentractors are located, exact location of sub-contractors (state, city, county), and the unemplayrant rate for the area, if known.
g.
Additional Facilities or Procerty In the event the offeror centemplates acquiring additional facilities or property in the performance of this work, such facilities or pec:-
erty shall be separately identified.
h.
Other Centractual C0mmitments l
The offeror shall list any conmitments with other organizations, Governmental or private, and indicate whether these cemitments will or will not interfere with the cecoletion of work and services centemplated under this proposal.
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RS-RES-81-168 18 of 32 15.
iCf,NICALPR0p0SALCONTENT Tne Technical Proposal shall not contain any reference to cost.
Resource information such as data concerning labor hours, and categories, materials, subcontracts, travel, comuter time, etc., shall be included in the Tech-nical Proposal so that the offeror's understanding of the scope of work may be evaluated.
The offeror shall submit with the Technical Proposal full and complete information as set forth below to pemit the Government to make a thorough evaluation and a sound determination that the proposed approach will have a reasonable likelihood of meeting the requirements and objectives of this procurement in accordance with the evaluation criteria set forth in this Part II under the paragraph entitled, " Evaluation of Proposals."
Statements which paraphrase the scope of work without comunicating the specific innovation proposed by the offeror or statements to the effect that the offeror's understanding can or will comply with the scope of work may be construed as an indication of the offeror's lack of understanding of the scope and objectives.
The Technical Proposal shall set forth as a minimum the following:
a.
Discussion of the scope of work requirements to substantiate the offeror's understanding of the problem.
b.
Explanation of offeror's proposed method of technical approaches and a detailed outline of the proposed program for executing the requirements in achieving the objectives.
c.
Include resumas for all professional per:onnel to be utilized in the performance of any resulting contract.
Include educational background, specific pertinent work experience and a list of any pertinent publications authored by the individual.
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d.
Discussion of the offeror's experience in records search as well I
as the filing systems and general file content of a wide range of repositories to substantiate the offeror's understanding of l
the seismological reportace, previous catalogues and earthquakes intensity evaluation.
Discuss support personnel and facilities available to assist the e.
l professional personnel.
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f.
Indicate potential problem areas and the approach to be taken to resolve said areas.
g.
Provide a detailed description of the schedule for work and identify significant milestones and completion dates for various subparts.
l h.
Identify the " Key Personnel," and for the person (s) so identified, specify the percentage of time currently comitted to other projects over the course of the proposed contract period of performance.
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1 RS-RES-81-168 19 of 32 TECHNICAL PROPOSAL CONTENT, CONT.
i.
Statements of any interpretations, requirements, or assumptions made by the offeror.
J.
Provide a comprehensive list of institutions including those listed in the Scope of Work.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK 8
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RS-RES-81-168 20 of 32 j
COST REIMBURSABLE CONTRACTS 16.
CONTRACT AWARD AND EVALUATION OF PROPOSALS a.
By use of numerical and narrative scoring techniques, proposals will be evaluated against the evaluation factors specified in the paragraph below.
These factors are listed in their relative order of importance. Award will be made to the offeror (1) whose proposal is technically acceptable and (2) whose technical / cost relationship is most advantageous to the Government; and who is considered to be responsible within the meaning of Federal Procurement Regulation 1-1.12.
- Although cost will be a factor in the evaluation of proposals, technical merit (list technical evaluation criteria) will be a more significant factor in the selection of a contractor. Further, to be selected for an award, the proposed cost must be realistic and reasonable.
b.
The Government reserves the right without qualification, to accept or reject any or all proposals, to negotiate with any and all proposers regardless of the terms of the original proposal, and to request addi-tional clarifying information either through written information or through conference with the proposers. All proposers are notified that award may be made without d.iscussion of proposals and, therefore, proposals should be submitted in'itially on the most favorable terms, from a cost and technical standpoint.
c.
A separate cost analysis will be performed on each cost proposal. To provide a corrsnon base for evaluation of cost proposals, the level of effort data shall be expressed in man hours.
d.
In making the above determination a best-buy analysis will be perfonned taking into consideration the results of the technical evaluation, cost I
analysis, and ability to complete the work within the Government's required schedule.
I e.
Proposals will be evaluated in accordance with the following weighted factors, listed in the order of their relative importance:
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK l
RS-RES-81-Ic8 21 of 32 EVALUATION OF PROPOSAts, CCNT.
WEIGHTS (Based on 100 Points) 1.
Problem Technical Aporoach (Total Points 55)
Understanding of the Problem (20 Points) - Offerors will a.
be evaluated on tne basis of their understanding of the phenomena described in the statement of work.
b.
Methodological Deveicoment (20 Points) - The overall methodology of the research proposal will be evaluated according to the criteria of objectivity, completeness, feasibility and clarity.
c.
Task Design (15 Points) - The integrity of the research proposal will be evaluated by considering the design of individual wcrk skills and their integration.
2.
Firm Qualifications (Total Points 35) a.
Personnel (25 Points) - An evaluation will be made of key individuals proposed for the research project, including the management personnel assigned and the key technical personnel.
In addition to personal skill assessment, the contribution of the individuals to projects discussed under prior firm experience will be considered.
b.
Prior Exoerfence (10 Points) - The prior experience of the offeror will be assessed on the basis of evidence of competent and successful experience in research of a similar nature.
This will include (1) the degree to which past experience is related to the present proposal in terms of methodological, subject area, and analytical technique requirements; (2) the breadth of experience in terms of years of involvment and the number and scope of research projects completed.
3.
Management Plan (Total Points 10)
Project Scheduling (10 Points) - The offeror's management plan a.
for conducting tne work including project schedule and sufficiency of time proposed to complete the work.
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RS-RES-81-168 22 of 32 PART III CONTRACT SCHEDULE ARTICLE I - STATEMENT OF WORK A.
BACKGROUND In accordance with Appendix A,10 CFR, Part 100, which establishes the requirements for seismic and geologic site investigations for nuclear power plants and associated facilities as necessary for hazard assessment and for providing engineering design factors, the NRC has, for the past several years, contracted with several organizations to operate seismograph monitoring networks in the eastern U.S. for the purpose of establishing a record of its ongoing seismicity. To augment the data on this current recording of seismicity, and to extend the time base for which seismic information is available, NRC has previously supported historical seismic research.
B.
OBJECTIVE The objective of this research project is to prepare a catalogue, to be suitable for interfiling with existing catalogues, containing historical data on seismicity frcm as far back as the earliest records available up to the year 1930, from all major repositories including, but not limited to libraries, universities, newspapers and historical societies, for the region between New York City and Norfolk, Virginia extending westward to include the Appalachian Mountains.
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C.
SCOPE OF WORX:
l l
The Contractor shall furnish all necessary qualified personnel, facilities, materials, equipment and services to accomplish the following tasks:
1.
Assemble a list of institutions to contact (in order to obtain permission to access files) and a list 6f indices to research for sources as follows:
a.
Institutions which should be included in, but are not limited to, the list of contacts to make:
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Library of Congress l
New York Metropolitan Library American Antiquarian Society Pennsylvania State University University of Maryland Princeton University New York University Fordham 8
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RS-RES-81-168 23 of 32 b.
Indices which should be included in, but are not limited to, the list for sources:
Indices for the Naw York Times (from 1851)
Indices for the New York Herald Tribu'ie indices for the current Washington Post and its predecessors Indices for Tne Sun (Baltimore)
Indices for the Philadelphia Enquirer Anerican Periodical Index Poole's Index Reader's Guide Index 2.
Assemble a catalogue of historical data on seismicity as far back as the earliest records available to the year 1930 for the region between New York City and Norfolk, Virginia extending westward to include the Appalachian mountains.
The following information obtained from the list of sources described in Task 1.B., shall be included in each earthquake entry:
- a. cate and time of occurrence (G.M.T. where available)
- b. geographic location (address, town, etc.)
- c. latitude
{
- d. longitude Reporting Location
- a. response of populace
- b. damage and ground effects
- c. relative severity (m intensity -- each entry shall be assigned a literally detennined Modified Mercalli
'ntensity and a description of the effect upon which
]
the maximum intensity is based shall be given.)
- d. reference of source, in coded fonn i
3.
All entries shall be compared with existing catalogues to avoid duplication.
l-4.
It is possible that the existing catalogues may or may not be complete with all of the infonnation as described in Task 2 for the new catalogue.
Using tne format in Task 2, assemble a separate catalogue to include any new or additional infonnation, as discovered by the contractor during the performance of Task 2.
Reference the pertinent existing catalogue for each new or additional infonnation.
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RS-RES-81-168 24 of 32 D.
REPORTS, DOCUMENTATION, AND OTHER DELIVERABLE END ITEMS The technical reports listed below are to be documented, produced, and disseminated in accordance with NRC Manual Chapter 3202 which is a part of this contract.
1.
Initial Program Status Report: Within 60 days after the contract execution date, onall) copy of an initial program status report shall be submitted to the C0AR and one (1) copy to the Contracting Officer (CO). The initial program status report shall show pregram projection with appropriate milestones, dates and fund expenditunt. All subsequent quarterly letter reports will update this initial program report.
2.
Quarterly Progress Report: Within two weeks after the last cay of eacn quarter, one (1) original and fifteen (15) copies of the quarterly progress reports shall be submitted to the C0AR and one (1) copy to the CO.
Each quarterly progress report shall detail the work perfonned during that quarter period and shall opdate the initial program status report.
3.
Draft Final Report:
Forty-five (45) calender days prior to the contract expiration date, one original and twenty (20) copies of a draft version of the final report shall be submitted to the C0AR and one (1) copy to the CO. The draft final report shall include an executive sumary of the work performed under this contract.
4.
j'riefing: The contractor shall attend a one-day briefing 1Jr tne purpose of reviewing NRC coments on the draft version of the final report.
Such briefing will be arranged by the NRC at the NRC facility in Silver Spring, Maryland within thirty (30) days of the NRC's receipt of the draft version of the final report. The briefing shall involve the Contractor's key personnel, NRC technical staff assigned to this contract, and any other participants deemed necessary by the NRC.
5.
Final Report: Twelve (12) months after the contract execution date, one (1) camera-ready copy and twenty (20) copies of the final report shall be submitted to the C0AR and one (1) copy to the C0. The final report shall include a sumary of the work performed under this contract, incorporating any revisions derived during the briefing of the draft final report.
RS-RES-81-163 4
. 25 of 32 ARTICLE II - PERIOD OF PERFCR!W:CE The performance of work described in ARTICLE ! hereof shall commence as of the effective date of this contract ind snall continue to cocoletion tnereof, esti-mated to occur within months after said contract is effective.
ARTICLE III - CCitSIDERATICA AND PATENT (Fully Funded CPFF)
A.
Estimated Cost, Fixed Fee and Cb ication 1.
It is estimated that the total cost to the Government for full perform-ance of this contract will be S
, of wnich :te sum of 5
represents the esticated reimbursable costs, and of which 5 represents the fixed fee.
2.
There shall be no adjustment in the amount of :ne contractor's fixed fee by reason of differences between any estimate of cost for performance of the work under this contract and the actual cost performance of that work.
3.
The amount presently obligated by the Government with rescect to this contract is S 3.
Payment The Government shall render paymen't to the contractor in approximately thirty (30) days after submission of proper and correct invoices or vouchers.
1 Additional provisions relating to payment are contained in Clause 5.1-1 of the General Provisions hereto.
ARTICLE IV - OVERHEA0/GE'iERAL AND ADMINISTRATIVE RATES A.
Pending the establishment of final overhead rates which shall be negotiated based on audit of actual costs, the contractor shall be reim-bursed for allowable indirect costs hereunder at the orovisional rate of percent of 3.
Pending the establishment of final general and administrative rates which shall be negotiated based on audit of actual costs, the contractor shall be reimbursed for allowable indirect costs hereunder at the provisional rate of percent of C.
flotwithstanding A. and B. of this Article, said provisicnal everhead and '
G&A rates may be adjusted as appropriate during the term of the contract upon the acceptance of such revised rates by the Contracting Officer.
- To be incor; crated into any resultant contract.
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RS-RES-81-168 4,
26 of 32 ARTICLE V
- PRIVATE USE AND PROTECTION OF UNCLASSIFIED GOVERNMENT INFORMATI0'l A.
Except as specifically authori:ed by thir contract, or as otherwise approved by the Contracting Officer, records or cther information, documents and ma:arial furnished by the Comission to the con:ractor in the performance of this contract, or infomation cavaloped by the contractor in the course of the work hereunder, shall be used only in connection with the work perforced under this contract. The contractor shall, upon completion or temination of this contract, transmit to the Comission all records or other information, documents and material, and any copies thereof, furnished by the Comission to the contractor or developed by the contractor in the perfomance of this contract.
B.
The contractor shall be respontible for safeguarding from unauthorized dis-closure any information or other documents and material exempt from public disclosure by the Comission's regulations and made ayailable to the con-tractor in connection with the performance of work under this contract. The contractor agrees to confonn to all regulations, requirements, and directions of the Comission with respect to such material.
C.
The contractor's duties under this clause shall not be construed to limit or affect in any way the contractor's obligation to conform to all security regulations and requirements of the Commission per:aining to classified information and material.
ARTICLE VI
- KEY PERSONNEL Pursuant to this ARTICLE (Key Personnelh, the following individuals are considered to be essential tr. the successful performance of tne work nereunder and shall not be replaced without the prior approval of the Contracting Officer.
In such event, the contractor agrees to substitute oersons possessing substantially equal abilities anc qualifications satisfactory to :ne Contracting Officer.
ARTICLE VII
- TECHNICAL DIRECTION A.
Performance of the work under this contract shall be subject to the tech-nical direction of the NRC Project Officer named in ARTICLE VIII of this contract. The term " Technical Direction" is defined to include the following:
1.
Technical direction to the contractor which shif ts work emphasis between areas of verk or tasks, requires pursuit of certain lines of inquiry, fills in details or otherwise serves to accomplish the con-tractual scope of work.
2.
Providing assistance to the contractor in the preparation of drawings, specifications or tecnnical portions of the work cescription.
3.
Review and where required by the contract, approval of tecnnical reoorts, drawings, soecifica:1ons and technical information to be celivered by the contractor to :ne Government unoer :ne contract.
- *To be incor: ora:ec into any resultant contrac:.
RS-RES-81-168 27 of 32 ARTIC!.E VIII-PROJECT OFFICER is hereby designated as the Contracting Officer's authorized reprwentative (hereinafter called Project Officer) for technical aspects of this contract. The Project Officer is not authorized to accrove or reouest any action which results in or could result in an increase in contract c_ost; or terminate, settle any claim or dispute arising under the contract; or issue any unilateral directive whatever.
The Project Officer is responsible for:
(1) monitoring the contractor's technical progress, including surveillance and assessment of performance, and recomending to the Contracting Officer changes in requirements; (2) interpreting tha > cope of work; (3) performing technical evaluation as required; (4) performing tactitcal inspections and acceptances required by this contract; and (5) assisting t'e contractor in the resolution of technical problems encountered during performance.
'dithin the purview of this authority, the Project Officer is authorized to review all costs reouested for reimbursement by contractors and submit recomendations for approval, disapproval, or suspension for supplies, services required under the contract. The Contracting Officer is responsible for directing or negotiating any changes in terms, conditions, or amounts cited in the contract.
For guidance from the Project Officer tc the contractor to be valid, it must:
(1) be consistent with the description of work set forth in the contract; (2) not constitute new assignment of work or change to the expressed terms, conditions or specifications incorporated into this contract; (3) not constitute a basis for an extension to the period of performance or contract delivery schedule; and, as stated above, (4) not constitute a basis for any increase in the contract cost.
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- To be incorporated into any resultant contract.
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RS-RES-81-168 28 of 32 B.
Tecnnical direction must be within the general scope of work stated in the contract.
The Project Of ficer does not have the authority to and may not issue any technical direction which:
1.
Constitutes an assignment of additional work outside the general scope of the contract.
s, s
2.
Constitutes a change as defined in the clause of the General Provisions, entitled " Changes."
3.
In any way causes an increase or decrease in the total estimated contract cost, the fixed fee, if any, or the time required for contract performance.
4.
Changes any of the expressed terms, conditions or specifications of the contract.
C.
ALL TECHNICAL DIRECTIONS SHALL BE ISSUED IN WRITING BY THE PROJECT OFFICER OR SHALL BE CONFIRMED BY SUCH PERSON IN WRITING WITHIN TEN (10) WORKING DAYS AFTER VERSAL ISSUANCE. A copy of said written direction shall be submitted to the Contracting Officer.
The contractor shall proceed promptly with the performance of technical directions duly issued by the Project Officer in the manner prescribed by this article and within such person's authority under the provisions of this article.
If, in the opinion of the contractor, any instruction or direction issued by the Project Officer is within one of the categories as defined in B(1) through (4) above, the contractor shall not proceed but shall notify the Contracting Officer in writing within five (5) working days after the receipt of any such instruction or direction and shall request the Contracting Officer to modify the contract accordingly.
Upon receiving such notification from the contractor, the Contracting Officer shall issue an appropriate contract modification or advise the contractor in writing that, in the Contracting Officer's opinion, the technical direction is within the scope of this article and does not constitute a change under the Changes Clause.
D.
Any unauthorized commitment or direction issued by the Project.0fficer may result in an unnecessary delay in the contractor's performance, and may even result in the contractor expending funds for unallowable costs under the contract.
E.
A failure of the parties to agree upon the nature of the instruction or direction or upon the contract action to be taken witn respect thereto shall be subject to the provisions of the contract clause entitled " Disputes."
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s RS-RES-31-168 29 of 32 ARTICLE IX
- CONFLICT OF INTEREST (a) Purpose. The primary purpose of this article is to aid in ensuring that the contractor:
N (1) is not placed in a conflicting role because of current or planned interest (financial, contractual, organizational, or otherwise) which relates to the work under this contract, and (2) does not obtain an unfair competitive advantage over other parties by virtue of its performance of this contract.
(b) Scope. The restrictions described herein shall apply to performance or participation by the contractor as defined in 41 CFR 820-1.5402(f) in the activities covered by this article.
(c) Work for others. Notwithstanding any other provision of this contract, during the tenn of this contract, the contractor agrees to forego entering into consulting or other contractual arrangements with any fim or organization, the result of which may give rise to a conflict of interest with respect to the work being performed under this contract.
The contractor shall ensure that all employees who are employed full time under this contract and employees designated as key personnel, if any, under this contract abide by the provision of this article.
If the contractor believes with respect to itself or any such employee that any proposed consultant or other contractual arrangement with any firm or organization may involve a potential conflict of interest, the contractor shall obtain the written approval of the Contracting Officer prior to execution of such contractual arrangement.
(d) Disclosure after award.
(1) The contractor warrants that to the best of its knowledge and belief and except as otherwise set forth in this contract, it does not have any organizational conflicts of interest, as 4
defined in 41 CFR 520-1.5402(a).
(2) The contractor agrees that if after award it discovers organiza-tional confifets of interest with respect to this contract, it l:l, shall make an inanediate and full disclosure in writing to the Contracting Officer. This statement shall include a description of the action which the contractor has taken or proposes to take to avoid or mitigate such conflicts. The NRC may, however, tenninate the contract for convenience if it deems such termina-tion to be in the best interests of the government.
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(e) Access to and use of inforration.
l' (1)
If the Contractor in the performance of this contract obtains access to information, such s NRC plans, policies, reports, studies, financial plans, f arnal data protected by the Privacy Act of 1974 (Pub. L.93-57b, or data which has not been ll 1
i I
RS-RES-81-168 30 of 32 released to the public, the contractor agrees not to:
(i) use such inforsation for any private purpose until the information has been released to the public; (ii) cc=pete for work for the Comission based on such information for a period of six (6) months after either the complet16n of this contract or the release of such infomation to the public, whichever is first.
(iii) submit an unsolicited proposal to the government based on such inforsation until one year after the release of such infor-mation to the public, or (iv) release the inforsation without prior written approval by the Contracting Officer unless such information has previously been -eleased to the public by the NRC.
(2)
In addition, the contractor agrees that to the extent it receives or is given access to proprietary data, data protected by the Privacy Act of 1974 (Pub. i.93-579), or other confidential or privileged technical, butiness, or financial information under this contract, the contractor shall treat such infomation in accordance with restrictions placed on use of the infor1 nation.
(3) The contractor shall have, subject to patent and security provi-sions of this contract, the right to use technical data it produces under this contract for private purposes provided that all require-ments of this contract have been met.
(f) Subcontracts. Except as provided in 41 CFR 120-1.5402(h), the contractor shall include this article, including this paragraph, in subcontracts of any tier. The teries " contract," " contractor," and " Contracting Officer."
shall be appropriately modified to preserve the government's rights.
(g) Remedies. For breach of any of the above proscriptions or for intentional nondisclosure or misrepresentation of any relevant interest required to be disclosed concerning this contract or for such erroneous representations as necessarily imply bad faith, the government may ters::inate the contract for default, disqualify the contractor frts: subsequent contractual efforts, and pursue other remedies as may be permitted by law or this contract.
(h) Waiver. A request for waiver under this clause shall be directed in writing through the Contracting Officer to the Executive Director for Operations (EDO) in accordance with the procedures outlined in 520-1.5411.
I
RS-RES-81-168 31 of 32 ARTICLE X - TRAVEL REI*SU?SE"ENT
~ e c:ntractor will be reimbursed for the fo110 wing reasonable domestic travel costs incurred directly and specifically in the perfor.ance of this contrac and accepted by the Centracting Officer:
The 1.
Per dies shall be refetursed a: a daily rata not :s exceed for ceals and ser dies amount is c:marised of lec:;ing ax:ense plus miscallanecus expense.
2.
When travel is to cne of the high-rate gecgrapnical areas If sted belcw, actual subsistanca costs shall be reimbursed at a daily rata not to exceed the ratas indicated:
3.
The cost of travel b'y privately cwned aut:mccile shall be refebursed at
- he :":ta of per mile.
a.
The cost of travel by rented aut:mebila shall be reimbursed on a reasonable ac*ual expense basis.
5.
All cc::non carrier travel reimbursable hereunder shall be via ecence:y class rates nen available.
If not available, ref=sursamen vcuchers will be I
annotated that econcey class acccc=cca:icns were not available. Firs -class l
l air travel is not autnorized.
5.
Recato:s are required for c::cznen carrier :rans:cetation, lodging and miscal'anecus itams in excess of $15.CC.
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U Carnn: ra:e is 535.00 l
2/ Carrent rate is $15.00 3/ Carnn: ra:a is 18-1/2:
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- To be incorporated into any resultant contract.
- c. _
I RS-RES-81 -168 32 of 32 ARTICLE XI - GENERAL PROVISIONS / ALTERATIONS This contract is subject to the attached provisions of Appendix A General Provisions, entitled " Cost Type Ruearch and Development Contracts With Commercial Organizations," dated 2/6/80.
AVAILABILITY OF TEXT OF CLAUSES - The complete text of clauses, NOTE:
incorporated by reference, is available, for a nominal fee, in the publication entitled " Code of Federal Regulations - 41 CFR 1-1.000, Chapter 1 to 2. Federal Procurement Regulations (Chapter 1)" which may be obtained from the Superintendent of Documents U. S. Government Printing Office, Washington, D.C.
20402.
Copies of the' complete text of specific clauses are available from the Nuclear Regulatory Commis-sion, Division of Contracts, Washington, D.C.
20555 and will be l
furnished upon request.
Provisions deleted in their entirety:
Provision 1.8
" Payment of Interest on Contractors' Claims" Provisions deleted and superseded by the following:
Provision FPR No.
Reference _
Title Date i.1 1 -7.402-1
" Definitions" Aug 4, 1975 Feb 5,1980 1.10 1-7.102.12
" Disputes" l
1.13 1-7.103-3
" Examination of Records Sep 25,1975 by Comptroller General" l
3.5 1-1.323-2
" Preference for U.S. Flag Dec 8,1976 Air Carriers" and "Certifi-cation of Unavailability of U.S. Flag Air Carriers" 3.9 FPR Temp.
" Utilization of Small May 23,1980 Reg. No. 50 Business Concerns and Small Business Concerns Owned and Controlled by Socially and Economically Disadvantaged Individuals" Provisions added:
3.13 0FPP* Policy
" Utilization of Women-Owned Apr 29,1980 Letter 80-4 Business Concerns" 3.14 0FPP* Policy
" Women-Owned Business Concern-Apr 29,1980 f
Letter 80-4 Subcontracting Program" (Applicable to contracts over l
$500,000 or $1,000,000 for con-struction of any public facility) l l
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- 0FPP.(Office of Federal Procurement Policy)
PART IV LIST OF ATTACHMENTS.
NRC Contractor Organizational Conflicts of Interest (41 CFR Part 20)
Attachment 1
NRC Organization Chart Attachment 2
Optional Fors 60 Attactment 3
Proposal Summary and Data Sheet Attachment 4
Genera? Provisions Attachstent 5
NRC Manual Chapter 3202 Atachment 6
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Rsvision Date 2/15/78 Pages 1 through 51 APPENDIX A - GENERAL PROVISIONS Cost-Type Contracts For Research And Development With Educational Institutiens Table of Contents Article Title Py 1
1.
Definitions........................................................
1 2.
Changes............................................................
2 3.
Limitation of Funds................................................
4 4.
Limitation of Costs................................................
5 5.
Allowable Cost and Payment.........................................
8 6.
Standards of Work..................................................
8 7.
Inspection.........................................................
8 8.
Assignment.........................................................
9.
Examination of Records By Ccepcroller Genera 1......................
8 9
10.
Subcontracts.......................................................
11 11.
Utilization of Small Business Concerns.............................
- 12. Te rmination f or Convenience o f The Gove rnment......................
11 <
13 L3.
Disputes...........................................................
14 14.
Buy American Act...................................................
14 15.
Convice Labor......................................................
16.
Contract Work Hours and Safety Standards Act -Overtime 14 Compensation.......................................................
15 17.
Equal Opportunity..................................................
17
- 18. Officials Not to Benefit...........................................
17
- 19. Covenant Against Contingent Fees..................................
2C.
Notice and Assistance Regarding Patent and Copyright 17 i
in f rin g emen t.......................................................
18 l
21.
Patents............................................................
25 22 Government Property................................................
29
- 23. Utilization of Concerns in Labor Surplus Areas.....................
30 24.
Payment f or Ove rt ime Pr emiums......................................
31
- 25. Competition in Subcontracting......................................
31 16.
Audit..............................................................
32
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27.
Petce Reduction f or Def ective Cost or Pricing Data.................
28.
Price Reduction for Defective Cost or Pricing Data -
33 P ri c e Ad j us tmen ts..................................................
i 14 29.
Subcontractor Cost and Pricing Data................................
35 30.
Utilization of Minority Business Enterprises.......................
36
- 31. L is tin g o f Emp loymen t 0p en in g s.....................................
38 32.
Payment o f Interest on Contractor's C1 aims.........................
39 33.
Emp loymen t o f the Hand icapp ed......................................
40 34 Clean Air and Water................................................
41 35 Negotiated Ove rhead Ra c es-Predetermined............................
42 36.
Notice to the Gove rnmen t o f* Labor Disputes.........................
42 37.
Excusable Delays...................................................
43 38.
General Services Adminis tration Supply Sources.....................
43 39.
Preference for U.d. F la g A i r Ca rrie rs..............................
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Article Title M
44 40.
Notice Regarding Late Delivery.....................................
44 41.
Key Personne1......................................................
44 42.
Copyright..........................................................
43.
Copyright Indemnification of Government............................
45 45 44.
Litigation and C1 aims..............................................
46 45.
Permits............................................................
46.
Consultant or Comparable Employment Services of 46 Contractor Employees...............................................
46 47.
Safety Health and Fire Protection.................................
47 48.
Disclosure of Information..........................................
47 49.
Private Use of Contract Information and Data.......................
47 50.
D rawings, Designs, Sp ec ifications..................................
48 51.
Contractor Procurement.............................................
48 52.
Foreign Travel.....................................................
48
- 53. Soviet-Bloc Controls...............................................
54.
S t o p Wo rk 0 rd e r....................................................
49 55.
Publication and Publicity..........................................
50
- 56. Dissemination of Contract Infomation..............................
50
- 57. Wo r k fo r 0 t he rs....................................................
51 l
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l APPENDII A U.S. NUCI.ZAR REGULATORY COBMISSI(M CENERAI. PROVISIONS FOR COST-TTPE CONTRACTS Research and Development Cc.cracts with Nonprofit and Educational Institutions 1.
DEFINITIONS (1-7.102-1 and 9-7.5005-4)
As used throughout this contract, the following terms shall have the meaning set forth below:
(a) The cara " head of the agency" or " Secretary" as used herein asans the Secretary, the Under Secretary, any Assistant Secretary, or any other head or assistant head of the executive or military department or other Federal agency; 1
and the term "his duly authorized representative" means any person or persons or board (other than the Contracting Officer) authorized to act for the head of the agency or the secretary.
(b) The term "Cosmission" means the United States Nuclear Rgulatory Commission or any duly authorized representative thereof, including the Contracting Officer except for the purpose of deciding an appeal under the article entitled " Disputes."
l (c) The term " Contracting Officer" means the person executing this contract on behalf of the Governannt, and any other officer or civilian employee who is a properly designated Contracting Officer; and the term includes, except as otherwise provided in this contract, the authorized representative of a Con-tracting Officer acting within the limits of his authority.
(d) Except as otherwise provided in this contract, the tara " subcontracts" includes purchase orders under this contract.
(e) Additional definitions any be included as are appropriate.
2.
CHANCES (1-7.404-5)
(a) The Contracting Of ficer any at any time, by a written order, and with-out notice to the suretise, if any, make changes, within the general scope of this contract, in any one or more of the following:
(1) Drawings, designs, or specifications; (ii) Method of shipment or packing; and (iii) Place of inspection, delivery, or acceptance.
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(b)
If any such change causes an increase or decrease in the estimated cost of, or the time required for the performance of any part of the work under this contract, whether changed or not changed by any such order, or otherwise effects any other provisions of this contract, an equitable adjustment shall be made:
(1)
In the estimated cost or delivery schedule, or both; (ii)
In the amount of any fixed fee to be paid to the Contractor; and (iii)
In such other provisions of the contract as may be affected, and the contract shall be modified in writing accordingly.
Any claim by the Contractor for adjustment under this clause must be asser-ted within thirty (30) days from the date of receipt by the Contractor of the notification of change; Provided, however, That the Contracting Officer, if he decides that the facts justify such action, may receive and act upon any such claim asserted at any time prior to final payment under this contract.
Failure to agree to any adjustment shall be a dispute concerning a question of fact within the meaning of the clause of this contract entitled " Disputes."
However, except as provided in paragraph (c) below, nothing in this clause shall excuse the Contractor from proceeding with the contract as changed.
(c) Notwithstanding the provisions 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 thereof, shall not be increased or deemed to be increased except by specific written modification of the contract indicating the new contract estimated cost and, if this contract is incremen-cally funded, the new amount allotted to the contract. Until such modification is made, the Contractor shall not be obligated to continue performance or incur costs beyond the point established in the clause of this contract entitled
" Limitation of Cost" or " Limitation of Funds."
3.
LIMITATION OF FUNDS (1-7.202-3(b) and 1-7.402-2(c))
(Applicable to Contracts which.are incrementally funded)
(a) It is estimated that the cost to the Government for the performance of this contract will not exceed the estimated cost set forth in the Schedule, and the Contractor agrees to use his best efforts to perform the work specified in the Schedule and all obligations under this contract within such estimated cost.
(b) The amount presently available for payment and allotted to this con-tract, the items covered thereby, the pericd of performance which it is esti-mated the allotted amount will cover, are specified in the Schedule.
It is contemplated that from time to time additional funds will be allotted to this contract up to the full estimated cost set forth in the Schedule, exclusive of :
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any fee. The Contractor agrees to perform or have performed work on this contract up to the point at which the total amount paid and payable by the Government pursuant tc the terms of this contract approximates but does not exceed the total amount actua ny allotted to the contract.
(c) If at any time the Contractor has reason to believe that the costs which he expects to incur in the performance of this contract in the next succeeding 60 days, when added to all costs previously incurred, will exceed 75 percent of the total amount then allotted to the contract, the Contractor shall notify the Contracting Officer in writing to that effect. The notice shall state the estimated amount of additional funds required to continue performance for the period set forth in the Schedule. Sixty days prior to the end of the l
period specified in the Schedule the Contractor will advise, the Contracting Officer in writing as to the estimated amount of additional funda, if any, that will be required for the timely performance of the work under efte contract or for such further period as may be specified in the Schedule or otherwise agreed to by the parties.
If, af ter such notification, additional funds are not allotted by the and of the period set f orth in the Schedule or an agreed date substituted therefor, the Contracting Of ficer will, upon written request by the l
I Contractor, terminate this contract pursuant to the provisions of the Termina-tion clause on such date.
If the Contractor, in the exercise of his reasonable judgmenr, estimates that the funds available viu allov him to continue to discharge his obligations hereunder for a period extending beyond such date, he shall specify the later date in his request and the Contracting Officer, in his discretion, may terminate this contract on that later date.
(d) Except as required by other provisions of this contract specifically citing and stated to be an exception from this clause, the Government shan not be obligated to reimburse the Contractor for costs incurred in excess of the total amount from time to time allotted to the contract (including actions under the Termination clause) or otherwise to incur costs in excess of the amount allotted to the contract, unless and usatil the Contracting Officer has notified the Contractor in writing that such allotted amount has been increased and has specified in such notice an incresswd amount constituting the total amount then allotted to the contract. To the extent the amount allotted exceeds the esti-maced cost set forth in the Schedule, such estimated cost shall be correspondingly increased. No notice, communication, or representation in any other form or from any person other than the Contracting Officer shall aff act the amount allotted to this contract.
In the absence of the specified notice, the Govern-ment shan not be obligated to reimburse the Contractor for any costs in excess of the total amount then allotted to the contract, whether those excess costs were incurred during the course of the contract or as a result of termination.
When and to the extent that the amount allotted to the contract has been increased, any costs incurred by the Contractor in excess of the amount previously allotted shall be allowable to the same extent as if such costs had been incurred af ter such increase in the amount allotted; unless the Contracting Officer issues a termination or other notice and directs that the increase is solely for the purpose of covering termination or other specified expenses.
. i
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(e) Change orders issued pursuant to the Changes clause of this contract shall not be considered an authorization to the Contractor to exceed the amount allotted in the Schedule in the absence of a statement in the change order, or other contract modification, increasing the amount allotted.
(f) Nothing in this clause shall affect the right of the Government to terminate this contract.
In the event 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.
(g) In the event that sufficient funds are not allotted to this contract to allow completion of the work contemplated by this contract, the Contractor shall be entitled to that percentage of the fee set forth in the Schedule equivalent to the parcentage of completion of the work contemplated by this contract.
4 LIMITATION OF COST (1-7.202-3(a) and 1-7.402-2(a))
(Applicable to Contracts which are fully funded only)
(a)
It is estimated that the total cost to the Govermaent for the per-formance of this contract, exclusive of any fee, will not exceed the estimated cost set forth in the Schedule, and the Contractor agrees to use his best efforts to perform the work specified in the Schedule and all obligations under this contract within such estimated costs.
If, at any time, the Contractor has reason to believe that the costs which he expects to incur in the performance of this contract in the next succeeding 60 days, when added to all costs previously incurred, will exceed 75 percent of the estimated cost then set forth in the Schedule, or if, at any time, the Contractor has reason to believe that the total cost to the Government for the performance of this contract, exclusive of any f ee, will be greater or substantially less than the then estimated cost hereof, the Contractor shall notify the Contracting Of ficer in writing to that ef f ect, giving the revised estimate of such total cost for the performance of this contract.
i (b) Except as required by other provisions of this contract specifically i
l citing and stated to be an exception from this clause, the Government shall l
not be obligated to reimburse the Contractor for costs incurred in excess of l
the estimated cost set forth in the Schedule, and the Contractor shall not be obligated to continue performance under the contract (including actions under the Termination clause) or otherwise to incur costs in excess of the estimated cost set forth in the :-tedule, unless and until the Contracting Of ficer shall have notified the Contractor in writing that such estimated cost has been increased and shall have specified in such notice a revised ^
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estimated cost which shall thereupon constitute the estimated cost of performance of this contract. No notice, communication, or representation in any other form or from any person other than the Contracting Officer shall affect the estimated cost of this contract.
In the absence of the 7
specified notice, the Government shall not be obligated to reimburse the
" Contractor for any costs in ex* cess of the estimated cost see forth in the
_4_
i l
1
Schedule, whether those excess costs were incurred during the course of the contract or as a result of termination.
'4 hen and to the extent that the estimated cost set forth in the Schedule has been increased, any costs incurred by the Contractor in excess of the estimated cost prior to such increase shall be allowable to the same extent as if such costs had been incurred af ter the increase; unless the Contracting Of ficer issues a termi-nation or other notice anc directs that the increase is solely for the purpose of covering termination or other specified expenses.
(c) Change orders issued pursuant to the Changes close of this contract shall not be cons 12ered an authorization to the Contractor to exceed thein estimated cost set forth in the Schedule in the absence of a statement the change order, or other contract modification, increasing the estimated cost.
(d) In the event that this contract is terminated or the estimated increased, the Government and the Contractor shall negotiate an cost not equitable distribution of all property produced or purchased under the contract based upon the share of costs incurred by each.
5.
ALLOWABLE COST AND PAD 0Drr (1-7.402-3(b))
(a) For the performance of this centract, the Government shall pay to the Contractor:
(1) The cost thereof (hereinaf ter referred to as " allowable cost") deterzined by the Contracting Officer to be allowable in accordance with:
(i) Subpart 1.15.3 of the Federal Procurement Regulations (41 CFR l-15.3), as in effect on the data of this contract; and (ii) The terms of this contract; and (2) Such fixed-f ee, if any, as may be provided for in the Schedule.
(b) Payments shall be ande to the Contractor when requested as work progresha, but not more frequently than bi-weekly, in amounts approved by the Contracting Officer. The Contractor any submit to an authorized repre-sentative of the Contracting Officer, in such form and reasonable detail as such representative say require, an invoice or public voucher supported by a statement of cost for the performance of this contract and clai: sed to constitute allowable cost. For this purpose, except as provided herein with respect to pension contributions, the term " costs" shall include only those recorded costs which 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, together with (when the Contractor is act delinquent in payment of costs of contract performance in the ordinary course ef business) costs incurred, but not necessarily paid, for materials which have beca issued from the Contractor's stores inventory and placed in the production process for use on the contract, for direct labor, for direct 5-l s
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travel, for other direct inhouse costs, and for properly allocable and allowable indirect costs, as is shown by records saintained by the Coatractor for purposes of obtaining reimbursements under Government contracts plus the amount of progress payments which have been paid to the Contractor's sub-contractors under similar cost standards. In addition, when pension con-tributions are paid by the Contractor to the retirement fund less frequently than quarterly, accrued costs therefor shall be excluded from indirect costs therefor for payment purposes until such costs are paid.
If pension con-tributions are paid on a quarterly or more frequent basis, accruals therefor may be included in indirect costs for payment purposes provided that they are paid to the fund within 30 days af ter the close of the period covered.
If payments are not made to the fund within such 30-day period, pension contribution costs shall be excluded from indirect cost for pay =ent purposes until payment has bcen made. The restriction on payment more frequently than bi-weekly and the requirement of prior payment for items or services purchased directly for the contract shall not apply when the Contractor is a small business concern.
(c) Promptly after receipt of each invoice or vouct.er and statement of cost, the Government shall, except as otherwise provided in this contract subject to the provisions of (d) below, make payment thereon as appreved by the Contracting Of ficer.
Af ter payment of an amount equal to 80 percent of the total estimated cost of performance of this contract set forth in the Schedule, the Contracting Officer may withhold further payment on account of allowable cost until a reserve shall have been set aside in an amount which he considers necessary to protect the interests of the Government, but such reserve shall not exceed 1 percent of (the Government's share of) such total estimated cost or
$100,000, whichever is less.
(d) At any time or times prior to final payment under this contract the Contracting Of ficer may have the invoices or vouchers and statements of cost audiced. Each payment theretofore made shall be subject to reduction for amounts included in the related invoice or voucher which are found by the Contracting Officer, on the basis of such audit, not to constitute i
l allowable cost. Any payment may be reduced for overpayments, or increased for underpayments, on preceding invoices or vouchers.
t (e) On receipt and approval of the invoice or voucher designated by I
the Contractor as the "complacien invoice" or " completion voucher" and upon compliance by the Contractor with all the provisions of this contract (including without limitation, the provisions relating to patents and the provisions of (f), below), the Government shall premptly pay to the Con-tractor any balance of allowable cost, which has been withheld pursuant to (c), above, or otherwise not paid to the Contractor. The completion invoice or voucher shall be submitted by the Contractor promptly folleving completion i
of the work under this contract but in no event later than 1 year (or such longer periods as the Contracting Officer may in his discretion approved in T
writing) from the date of such,cempletion. i
The Contractor agrees that any refunds, rebates, credits, or other (f) thereon) accruing to or received by the Con-amounts (including any interest shall be paid by the Contractor tractor or any assignee under this contractthey are properly allocable to costs to the extent that to the Government, for which the Centractor has been reimbursed by the Goverstment under this Reasonable expenses incurred by the Contractor for the purpose of securing such refunds, rebates, credits, or other amounts shall be allowable contract.
Prior to final costs hereunder when approved by the Contracting Officer.
the Contractor and each assignee under this payment under this contract, the time of final payment under contract whose assignment is in effect at this contract shall execute and deliver:
(1) An assignment to the Government, in form and substance satis-factory to the Contracting Of ficer, of refunds, rebates, credits, or other amounts (including any interest thereon), properly allocable to costs for which the Contractor has been reimbursed by the Government under this contract; and its officers, agents, (2) A release discharging the Government and employees 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 where the amounts are not susceptible of exact statement by the Contractor; (ii) Claims, together with reasonable expenses incidental thereto, based upon liabilities of the Contractor to third parties arising provided, howevar, that such out of the performance of this contract:
claims are not known to the Contractor on the date of the execution of the release; and provided further, that the Contractor gives notice of such claims in writing to the Contracting Of ficer not more than 6 years af ter the l
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; and l
(iii) Claims for reimbursement of costs (other than expenses of the Contractor by reason of its indesurification of the Government against patent liability), including reasonable expenses incidental thereto, incurred by the Contractor under the provisions of this contract relating to patents.
(g) Any costs incurred by the Contractor under the terss of this contract which would constitute allowable cost under the provisions of this clause shall be included in determining the amount payable under this notwithstanding any provisions contained in the specific tions or contract.
other documents incorporated in the contract by reference, designating services to be performed or materials to be furnished by the Contractor at his expense or without cost to the Government.
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6.
S ANDADS OF 'JORK (1-7. 402-4)
The Ccatract:r agrees that the performance of verk and services pursuant
- o the requirements of this centra:: shall conf:rs := high professi:nal standards.
7.
INSPECT!CN (1-7.402-5(c))
The Cover = ment, through any authorized representatives, has :he rign:
all reasonable times,,to inspect, or othe:sise evalua:e the verk perf:r:ed at or being performed hereunder m! the pre =ises is which i: is being perf:rsed.
If any inspection, or evaluation is made by the Ccver: ment en the premises of the Cen:ractor =r a subcontracter, the Ccetracter shall pr vide a::d shall require his subces:racters :s pr= vide all reasenable facili:1es and assistance for :ne safety and c nvenie=ce of the Governmen: representatives is the performance of their duties. All inspections and evaluatices shall be performed in such a manner as vill =ct unduly delay the work.
S.
ASSIGNMENT (9-7.5006-46)
Neither this centract nor an interes: therein :=r clais :r.creunder shall be assigned or ::assferred by the c=ntracter except as expre.-ly authorized in vricing by the Con:racting Cfficer.
9.
EIA!CNA!!CN OF RECCCS 3Y CCMPTICL* Z2 CINI'W. (1-7.103-3 c=d 9-7.5CC4-10)
(a) This clause is applicable if the ascu= cf this c:stract exceeds
$10,000 and was entered iste by means of negotiation, including s=all business restricted advertising, but is =ct applicable if this centract was entered into by==== of f orr.al advertis1=g.
(b) The : strac:: agrees tha: the Ccieptroller General of the Uni:ed Sta:es er any of his duly authorized represen atives shall, un:il the expiratics of 3 years af ter fisal paynes: u= der this centrae: unless the Commission authorizes their prior dispositica, have access := and the righ:
to examine any directly pertinen: hocks, docume=ts, papers, and records Of the centracter i=volving tra sacti:ns rela:ed :s :his ecstrac:.
(c) !be centracter further agrees to include in all his subce=:rae:s hereunder a previsien to the ef fect that.he subcontract:r agrees :ha: the Cesp: roller General of the Uni:ed States or any Of his duly autherized representa'eives shall, until the expiration of 3 years af:er final payment under the. subcent ac: unless the Comadssion authorizes their pri: disWsi::n, have acr.ess := and the right to en=d e any directly pertinent becks, docusents, papers. and records of such subcen::ac: r, i=volv:ng transacti:ns rela:ed ::
- he s-heentract.
- he ters "subcontrae:" as used 1.- -his clause excludes (1) purchase orders so: exceeding $10,000 and (2) subcontracts or purchase orders fer public utility serrices at rates established fer unifers applicabili:7 :o the general publi:.
(d) The periods of acces3 and en=4-fa:1:n cescribed in (b) and (:),
abeve, for records vnich rela:e :: (1) appeals u= der the '31spu:es" clause of this ::ntract, (2) litigatica or the se::lement of clains arising cu: Of i
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the performance of this contract, or (3) costs and expenses of this contract as to which exception has been taken by the Comptroller General or any of his duly authorized representatives, shall continue until such appeals, litigation, claims, or exceptions have been disposed of.
(e) Nothing in this contract shall be deemed to preclude an audit by the General Accounting Office of any transaction under this contract.
10.
SUBCONTRACTS (1-7.402-8)
(a) The Contractor shall notify the Contracting Of ficer reasonably in advance of entering into any subcontract which (1) is cost-retzbursement type, time and materials, or labor-hour, or (2) is fixed-price type and exceeds in dollar amount either $25,000 or 5 percent of the total estimated cost of this contract, or (3) provides for the fabrication, purchase, rental, installation, or other acquisition of special test equipment having a value l
in excess of $1,000 or of any items of industrial facilities, or (4) has experimental, developmental or research woric as one of its purposes.
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(b) In the case of a proposed subcontract which is (1) cost-reimbursement type, time and materials, or labor-hour which would involve an estimated amount in excess of $10,000, including any f ee, (2) is proposed to exceed $100.000, or (3) is one of a number of subcontracts under this contract with a single subcontractor for the same or related supplies or services which, in the aggregate are expected to exceed $10C,000, the advance notifi-cation required by (a), above, shall include:
l (1) A description of the supplies or services to be called for by the subcontract; (2) Identification :1* the proposed subcontractor and an explanation of why and how the proposed subcontractor was selected, including the degree of competition obtained:
(3) The proposed subcontract price, together with the Contractor's cost or price analysis thereof; (4) The subcontractor's current, complete, and accurate cost or pricing data and Certificate of Current Cost or Pricing Data when such data and certificate are raquired by other provisions of this contract to be obtained from the subcontractor; (5)
Identification of the type of subcontract to be used; (6) A memorandum of negotiation which sets forth the principal elements of the subcontract price negotiations. A copy of this memorandum shall be retained in the Contractor's file for the use of Government reviewing authorities. The memorandum shall be in sufficient detail to reflect the nost significant considerations controlling the establishment of initial or tevised prices. The memorandug should include an explanation of why cost or pricing data was, or was not required, and, if it was not required in the case of any price negotiation in excess of $100,000, a statement of the
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basis for determining that the prica resulted f ran or as 'oased on adequate price competition, established catalog or market prices of ecmmercial items sold in substantial quantities to the general public, or prices set bv law or regulation.
If cost or pricing data was submitted and a certificate of cost or pricing data was required, the nemorandum shall reflect the extent to which reliance was not placed upon the factual cost or pricing data submitted and the extent to which this data was not used by the Contractor in determining the total price objective and in negotiating the final price.
The memorandum shall also reflect the extent to which it was recognised in the negotiation that any cost or pricing data submitted by the subcontractor was not accurate, complete, or current; the action taken by the Contractor and the subcontractor as a result; and the effect, if any, of such defective data on the total price negotiated. Where the total price ne<>otiated diffars significantly from the Contractor's total price objective, tce memorandum shall explain this difference; (7) When incentives are used, the memorandum of negotiation shall contain an explanation Jf the incentive fee / profit plan identifying each critical performance element, zanagensac decisions used to quantify each incentive element, reasons for incentives on particular performance charac-teristics, and a brief summary of trade-off possibilities considered as to cost, performance, and time; and (8) The subcontractor's Disclosure Statement or Certificate relating to Cost Accounting Standards when such data are required by other provisions of this contract to be obtained from che subcontractor.
(c) The Contractor shall obtain the written consent of the Contracting Officer prior to placing any subcontract for which. advance notification is required under (a) above. The Contracting Of ficer say, in his discretion, ratify in writing any such subcontract; such action shall constitute the consent of :he Contracting Officer as required by this paragraph (c).
(d) The Contractor agrees that no subcontract placed under this contract shall provide for payment on a cost-plus-a-percentage-of-c )st basis.
(e) The Contracting Officer msT3 in his discretion, specifically approve in writing any of the provisions of a subcontract. However, such approval or the consent of the Contracting Officer obtained as required by this clause shall not be construed to constituce a determination of the allowability of any cost under this contract, unless such approval specifically provides that it constitutes a determination of the allowability of such cost.
(f) The Contractor shall give the Contracting Officer immediate notice in writing of any action or suit filed, and prompt notice of any claim made
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against the Contractor by any subcontractor or vendor which 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 27 from the Government.
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(g) Notwithstanding (c) above, the Contractor may enter into subcontrnet*
within (1) or (11) of (a) above, without the consent of the Contracting Of ficer, if the Contracting Of ficer has approved in writing the Contractor's procurement system and the subcontract is within the scope of such approval.
(This subparagraph (g) however, shall not be applicable to those subcontracts subject to paragraph (j) below, if any.)
(h) To facilitate small business participation in subcontracting under this contract, the Contractor agrees to provide progress payments on the fixed-price types of subcontracts of those subcontractors which are small businen ioncerns, in conformity with the standards for customary progress payments stated in the Federal Procurement Regulations, Subpart 1-30.5, as in effect on the dare of this contract. The Contractor further agrees that the need for such progress payments will not be considered as a handicap or adverse factor in the award of subcontracts.
(i) The Contractor shall select subcontractors (including suppliers) on a competitive basis to the max 4== extent consistent with the objectives and requirements of this Contract.
I
- 11. UTILI7.ATION OF SMALL EUSINESS CONCERNS (1-1.710-3(a))
(Applicable to contracts exceeding $10,000)
(a)
It is the policy of the Government as declared by the Congress that a fair proportion of the aurchases and contracts for supplies and i
se vices for the Government M placed with small business concerns.
(b) The contractor agrees to accomplish the maximum amount of subcontracting to small business concerns that the contractor finds to be consistent with the efficient performance of this contract.
- 12. TERMINATION FCR CONVENIEfCE OF THE GOVER5 ten (1-3.704-1)
(a) The performance of work under this contract may be terminated, in whole or from time to time in part, by the Government whenever for any reason the Contracting of ficer shall determine that such termination is in the best interest of the Government. Termination cf work hereunder shall be effected by delivery to the Contractor of a Notice of Termination specifying the extent to which performance of work under the contract is terminated and l
the date upon which such termination becomes effective.
1 (b) Af ter receipt of the Notice of Termination the Contractor shall cancel his outstanding commitments hereunder covering the procurement of materials, sugplies, equipment, and miscellaneous items.
In addition, the Contractor shall exercise all reasonable diligence to actoeplish the cancellation or diversion of his outstanding coeur.itments tovering personal services and extending beyond the date of such termination to the extent that they relate C
to, the performance of any work terminated by the notice. With respect to i
such canceled countituents the Contractor agrees to (1) settle all outstanding liabilities and all claims arising out of such cancellation of conunitments, with the approval or ratification of the Contracting Of ficer, to the extent,
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he may be require, which approval or ratification shall be final for all purposes c f this clause, and (2) assign to the Covernment, in the manner. at the cine, and to tne extent directed by the Contracting Of ficer, all of t he right. title, and laterest of the Contractor under the orders and subcontracts so terminated, in which case the Government shall have the right, in its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts.
(c) The Contractor shall submit his termination claim to the Contracting Of ficer promptly af ter receipt of a Notice of Termination, but in no event later than one year from the effective date thereof, unless one or more extensions in writing are granted by the Contracting Officer upon written request of the Contractor within such one-year period or authorized exten-sion thereof. Upon failure of the Contractor to submit his termination claim within the time allowed, the Contracting Officer say, subject to any review required by
..a contracting agency's procedures in ef fect 2s of the date of execution of this contract, determine, on the basis of information available to him, the amount, if any, due to the Contractor by reason of the termination and shall thereupon pay to the Contractor the amount so determined.
(d) Any determination of costs under paragraph (c) shall be governed by the contract cost principles and procedures in Subpart 1-15.3 of the Federal Procurement Regulations (41 CTR l-15.3) in effect on the date of this contract, except that if the Contractor is not en educational institution any costs claimed, agreed to, or determined pursuant to paragraphs (c) or (e) hereof shall be in accordance with Subpart 1-15.2 of the Federal Pro-curement Regulations (41 CTR l-15.2) in effect on the date of this contract.
(e) Subject to the provisions of paragraph (c) above, and subject to any review required by the contracting agency's procedures in effect as of the date of execution of this contract, the Contractor and the Contracting Of ficer may agree upon the whole or any part of the amount or amounts to be paid to the Contractor by reason of the termination under this clause, which amount or amounts may include cancellation charges thereby incurred by the contractor and any reasonable loss upon outstanding commit:nents for personal services voich he is unable to cancel: Frev
- dad, hccever, That in connection with any outstanding cotur' tments for personal services whi. *.:4e Contractor is unable to cancel, the Contractor shall have exercised reasonable diligence to divert such commitments to his other activities and operations. Any such agreement shall be embodied in an amend-t to this contract and the Con-tractor shall be paid the agreed amount.
l (f) The Government =ay from time to time, under such terms and conditions as it may prescribe, make partial payments against costs incurred by the Contractor in connection with the terminated portion of this contract, whenever, in the opinion of the Contracting Officer, the aggregate of such payments is within the amount to which the Contractor will be entitled hereunder. If the total of such payments is in excess of the aucunt finally 2 greed or determined to be due under this clause, such excess shall be sayable by the Contractor to the Government upon demand: Frcui.ded That if tuch excess is not so paid upon demand, interest thereon shall be payable by
- he Contractor to the Covernment at the rate of 6 percent per annum, beginning
. 0 days f rom the date of such demand. :
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l (g) The Contractor agrees to transfer title to the Covernment and deliver in the manner, at the times, and to the extent, if any, directed by the Contracting Officer, such information and items which if the contract had been completed, would have been required to be furnished to the Govern-ment, including:
(1) Completed or partially completed plans, drawings, and informe-tion; and (2) Materials o equipment pr oduced or in process or acquired in l
connection with the perfr=aru a of the work terminated by the notice.
l Other than the above, rary termination inventory resulting frcm the l
termination of tha tontract may, with the written approval of the Contracting l
Of ficer, be sold oc acquired by the Contractor under the conditions prescribed by and at a price or prices approved by the Contracting Officer. The pro-I l
caeds of any such disposition shall be applied in reduction of any payments l
co be made by the Government to the Contractor under this contract or shall i
otherwise be credited to the price or cost of work covered by this contract or paid in such other manner as the Contracting Officer may direct.
Pending final disposition of property arising from the termination, the Contractor agrees to take such action as may be necessary, or as the Contracting Officer may direct, for the protection and preservation of the property related to this contract which is in the possession of the Contractor and in which the Government has or may acquire an interest.
l (h) Any disputes as to questions of fact which may arise hereunder shall be subject to the " Disputes" clause of this contract.
l 13.
DISPUTES (1-7.102-12) l l
(a) Except as otherwise provided in this contract, any dispute concerning i
a question of f act arising under this contract which is not disposed of by l
agreement shall be decided by the Contracting Of ficer, who shall reduce his decision to writing and sail or otherwise furnish a copy thereof to the contractor. The decision of the Contracting Officer shall be final and l
conclusive unless within 30 days from the date of receipt of such copy, the contractor mails or otherwise furnishes to the Contracting Officer a writtes I
appeal addressed to the Commission. The decision of the Commission or its duly authorized representative for the determination of such appeals phall be final and conclusive unless determined by a court of competent jurisdiction to have been fraudulent, or capricious, or arbitrary, or so gross'.y erronaous as necessarily to imply bad faith, or not supported by substantial evidence.
In connection with any appeal proceeding under this clause, the contractor shall be afforded an opportunity to be heard and to offer evidence in support of its appeal. Pending final decision of a dispute hereunder, the contractor shall proceed diligently with the performance of the contract and in accordance with the Contracting Of ficer's decision.
(b) This " Disputes" clause does not preclude consideration of law
" questions in connection with decisions provided for in paragraph (a) above:
Provided. That nothing in this contract shall be construed as making Einal 13 -
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the decision of any aiministrative of ficial, representative, or board on a question of law.
14 BUY AMERICAN ACT (1-6.104-5) (9-7.5004-16)
(a) In acquiring end products, the 3uy American Act (41 U.S. Code 10a-10d) provides that the Government give preference to domestic source end products. For the purpose of this clause:
(i) " Components" means those articles, materials, and supplies which are directly incorporated in the end products; (ii) "End pr: ducts" means those articles, materials,, tad supplies which are to be acquired under this centract for public use; and (iii) A " domestic source end product" means (A) an unmanufactured and product which has been mined or produced in the United States and (3) an end product manuf actured in the United States if the cost of the components thereof which are mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. For the purposes of this (a) (iii) (3), components of foreign origin of the same type or kind as the products referred to in (b) (ii) or (iii) of this clause shall be treated as componenta mined, produced, or manufactured in the United States.
(b) The Contractor agrees that there will be used under this centract (by the Contractor, subcentractor, sacerialmen and suppliers) only domestic source end products, except end products:
(1) Which are for use outside the United States; (ii) Which the Connaission determines are not mined, produced, or manufactured in the United States in sufficient and reasonably available commercial quantities and of a satisfactory quality; (iii) As to which the Commission determines the domestic preference to be inconsistent with the public interest; or (iv) As to which the Commission determines the cost to the Govern-j ment to be unreasonable.
15.
CONVICT I.ABCR (1-12.204)
In connection with the performance of work under this contract the Contractor agrees not to employ any persen undergoing sentence of imprison-ment except as provided by Public Law $9-176, September 10, 1965 (18 U.S.C.
=082(c) (2)) and Executive Order 11755, December 29, 1973.
16 COVIRACT WORK HOURS AND SAFETY STANDARDS ACT - OVERTI".E CCMPENSATION (1-12.303) l This contract, to the extent that it is of a character specified in the Contract Work Hours and Safety. Standards Act (40 U.S.C. 327-333), is subj ect to :
I
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the following provisions and to all other applicable provisions and exceptions of such act and the regulations of the Secretary of Labor thereunder.
(a) Overtime Requirement. No Contractor or subcontractor coner ict ing for any part of the contract work which may require or involve the empicyment of laborers, mechanics, apprentice, trainees, watchmen, and guards shall require or permit any laborer, mechanic, apprentice, trainee, watchman, or guard in any workweek in which he is employed on such work to work in excess of 8 hours9.259259e-5 days <br />0.00222 hours <br />1.322751e-5 weeks <br />3.044e-6 months <br /> in any calendar day or in excess of 40 hours4.62963e-4 days <br />0.0111 hours <br />6.613757e-5 weeks <br />1.522e-5 months <br /> in such workweek on work subject to the provisions of the Contract Work Hours and Safety Standards Act unless such laborer, mechanir, apprentice, trainee, watchman, or guard receives compensation at a rate not less than one and one-half times his basic rate of pay for all such hours worked in excess of S hours in any calendar day or in excess of 40 hours4.62963e-4 days <br />0.0111 hours <br />6.613757e-5 weeks <br />1.522e-5 months <br /> in such workweek, whichever is the greater number of overtime hours.
(b) Violation; liability for unpaid wages; liquidated damages.
In the event of any violation of the provisions of paragraph (a), the Contractor and any subcontractor responsible therefor shall be liable to any af f ecced employee for his unpaid wages. In addition, such Contractor and subcontractor shall be liable to the United Statas for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer, mechanic, apprentice, trainee, watchman, or guard employed in violation of the pro-visions of paragraph (a) in the sum of S10 for each calendar day on which such employee was required or permitted to be employed on such work in excess of 8 hours9.259259e-5 days <br />0.00222 hours <br />1.322751e-5 weeks <br />3.044e-6 months <br /> or in excess of his standard workweek of 40 hours4.62963e-4 days <br />0.0111 hours <br />6.613757e-5 weeks <br />1.522e-5 months <br /> without payment of the overtime wages required by paragraph (a).
(c) Withholding for unpaid wages and liquidated damages. The Contracting Officer may withhold from the Government Prime Contractor, from any moneys r
l payable on account of work performed by the Contractor or subcontractor, such l
suas as may a<hministratively be determined to be necessary to satisfy any l
liabilities of such Contractor or subcontractor for unpaid wages ar.d liquidated damages as provided in the provisions of paragraph (b).
(d) Subcontracts. The Contractor shall insert paragraphs (a) through (d) of this clause in all subcontracts, and shall require their inclusion in all subcontracts of any tier.
(e) Records. The Contractor shall maintain payroll records containing l
the information specified in 29 CFR 516. 2(a). Such records shall be pre-served for 3 years from the completion of the contract.
17.
EQUAL OPPORTUNITY (1-12.803-2).
(The following clause is applicable unless this contract is exempt under the rules, regulations, and relevant orders of the Secretary of 1. abor (41 C7R, ch. 60).
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I During the perfcrmance of this contract, the contractor agrees as follows:
(a) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will 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. Such action shall include, but not be limited to, the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layof f or termination; rates of pay nr other forms of compensation; and selection for training, including apprent iceship. The contractor agrees to post in conspicuous places, available to employees and applicants for empicyment, notices to be provided by the Contracting Officer setting forth the provisions of this Equal opportunity clause.
(b) The contractor will, 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, see or national origin.
(c) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other con-tract or understanding, a notice, to be provided by the agency Contracting Of ficer, advising the labor union or workers' representative of the con-tractor's commitments under this Equal Opportunity clause, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(d) The contractor will comply with all provisions of Executive Order No. 11246 of September 24, 1965, and of t,e rules, regulations, and relevant orders of the Secretary of Labor.
(e) The contractor will furnish all information and reports required by Executive Order No.11246 of September 24, 1965, and by the rules, thereto, and regulations, and orders of the Secretary of Labor, or pursuant will permit access to his books, records, and acecants by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with uch rules, regulations, and orders.
(f) in the event of the contractor's noncompliance with the Equal Opportunity clause of this contract or with any of the said rules, regula-tions, or orders, this contract may be cancelled, terminated, ce suspended, in whole or in parc, and the contractor may be declared Eneligible for further Covernment contracts in accordance with procedures authorized in Executive Order No. 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of 2"
Labor, or as otherwise provided by law.
(g) The contractor will include the provisions of paragraphs (a) through (g) in every subcontract or purchase order unless exempted by rules,
to Section 204 regulations, or orders of the Secretary of Labor issued pursuant
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l of Executive Order No.11246 or September 24, 1965, so c:.4t such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the contracting agency say direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, That in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the contracting agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States.
- 18. OFFICIALS NOT TO BENEFIT (1-7.202-17)
No member of or delegate to Congress, or resident commissioner, shal?.
be admitted to any share or part of this contract, or to any benefit that may arise therefree; but this provision shall not be construed to extend to this contract if made with a corporation for its general benefit.
19.
COVENANT AGAINST CONTIEENT FEES (1-1.503) (9-7.5004-2) l (a) Warrantv-Termination or deduction for breach.
The contractor warrants that no person or selling agency has bm employed or retained to solicit or secure this contract upon an agreement or 7
understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established consercial or selling agencies maintained by the contractor for the purpose of securing business.
For breach or violation of this warranty the Government shall have the righti from to annul this coceract without liability or in its discretion to deduct the contract price or consideration or otherwise recover, the full amount of such co==imaion, percentage, brokerage, or contingent fee.
(b) Subcontracts and ourchase orders.
Unless otherwise authorized by the Contracting Officer in writing, the contractor shall cause provisions si=4 hr to the foregoing to be inserted in all subcontracts and purchase orders entered into under this contract.
NOTICE AND ASSISTANCE RECARDING PATENT AND COPYRICHT INTRINGEMENT 20.
(1-7.103-4) (Applicable to Contracts exceading $10,000)
(a) The Contractor shall report to the Contracting Officer, promptly and in reasonable written detail, each notice or claim of patent or copy-right infringement based on the perforiaance of this contract of which the Contractor has knowledge.
l (b)
In the event of any claim or suit against the Covernment, 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 perfotmed hereunder, the Contractor shall furnish to the Government, when req'sested by the Contracting Of ficer, all evidence and information in possession of the Contractor pertaining to such suit or
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Such evidence and information shall be furnished at the expense of the Covernment except where the Contractor has agreed to indemnify the Governmene. I
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21.
PATENTS (1-9.107-5(a))
(a) Definiciuns.
(i) " Subject Invention" means any invention or discovery of the Contractor conceived or first actually reduced to practice in the course of or under this contract, and includes any art, method, process, raachine, aanuf acture, design, or compositon of satter, or any new and useful improve-ments thereof, or any variety of plant, which is or may be patentable under the Patent Laws of the United States of America or any foreign country.
(2) " Contract" means any contract, agreement, grant, or other arrangement, or subcontract entered into with or for the benefit of the Nuclear Regulatory Cc= mission where a purpose of the contract is the conduct of experimental, development, or research work.
(3) " States and domestic municipal governments" means the States of the United States, the District of Columbia, Puerto Rico, the Virgin Islands, American Samoa, Guam, the Trust Territory of the Pacific Islands, and any political subdivision and agencies thereof.
(4) " Government agency" includes an executive departrent, independent commission, board, office, agency, administration, authority, Government corporation, or other Government establichment of the executive branch of the Government of the United States of America and for the purpose of this contract the U.S. Nuclear Regulatory Regulatory Commission (NRC).
(5)
"To the point of practical application" mesns to manuf acture in the case of a composition or product, to practice in the case of a process, or to operate in the case of a machine and under such conditions as to establish that the invention is being worked and that its benefits are reasonably accessible to the public.
(b) Allocation of principal righta.
(1) Assignment to the NRC. The Contractor agrees to assign to the Commission the entire right, title, and interest throughout the world in l
and to each Subject Invention, except to the extent that rights are retained l
by the Contractor under paragraphs (b)(2) and (d) of this clause.
(2) Creater rights determinations. The Contractor or the employee-l inventor with authorization of the Contractor may retain greater rights than i
the nonexclusive license provided in paragraph (d) of this clause in accor-dance with the procedure and criteria of 41 CFR l-9.109-6.
A request for determination whether the Contractor or the employee-inventor is entitled to retain such greater rights must be submitted to the Contracting Officer at the time of the first disclosure of the invention pursuant to paragraph (c)
(2) (1) of this clause, or not later than 3 months thereaf ter, or such longer period as may be authorized by the Contracting Officer for good cause shown in writing by the Contractor. The information to be submitted for a Z
3reater rights determination is specified in 41 CFR 1-9.109-6.
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 Commission. i
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4 (c) Minimum rights acquired by the Commission. With respect to each Subject Invention to which the Contractor retains principal or exc1usive rights, the Contractor:
(1) Hereby, grants to the Commission a nonexclusive, nontransf erable, Invention throughout the paid-up license to mala, use, and sell each Subject world by or on behalf of the Government of the United States (including any Government agency) and States and domestic municipal governments; to responsible applicants, upon request of (2) Agrees to grant a license on terms that are reasonable under the circumstances:
the Government, (i) Unless the Contractor, his licensee, or his assignee demonstrates to the Commission that effective steps have been taken within 3 l
issues on such invention to bring the invention to the years after a patent point of practical application, or that the invention has been made available for licensing royalty-free ce on terne that are reasonable in the circum-stances, or can show cause vny the principal or exclusive rights should be retained for a further period of time; or (ii) To the extent that the invention is required for public use by governmental regulations or as may be necessary to fulfill public health, safety or welfare needs, or for other public purposes stipulated in this contract; (3) Shall submit written reports at reasonable intervals upon request of the Commission during the ters of the patent on the Subject Invention regarding:
(i) The Comeercial use that is being made or is intended to be made of the 1:rsention; and (ii) The steps takou by the Contractor or his transferee to bring the invention to the point of practical application or to make the invention available for licensing; (4) Agrees to refund any amounts received as royalty charges on any Subject Invention in procurements for or on behalf of the Concission and to provide for that refund in any instrument transferring rights to any party in the invention; and (5) Agrees to provide for the Government's paid-up License pur-suant to paragraph (c) (1) of this clause in any instrument transferring rights in a Subject Invention and to provide for the granting of licenses as required by (2) of this clause, and for the reporting of utilization in-formation to the Commission as required by paragraph (c)(3) of this clause whenever the instrument transfers principal or exclusive rights in any Subject Invention. Nothing contained in this paragraph (c) shall be deemed to grant to the Consission any righrs with respect to any invention other than a Subject Invention.
(d) Minimum rights to the Contractor.
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(1) The Contractor reserves a revec.:le, nonexclusive, royalty-Icee license in each patent application filed in any Country en a Sunject Invention and any resulting patent in which the Cc= mission acquires titic.
The license shall extend to the Contractor's domestic subsidiaries and af filiates, if any, within the corporate structure of which the Contractor is a part and shall include the right to grant sablicenses of the same scope to the extent the Contractor was legally obligated to do so at the time the contract was awarded. The license shall be transf erable only with approval of the Commission except when transferred to the successor of that part of the Contractor's business to which the invention pertains.
(2) The Contractor's nonexclusive domestic license retained pursuant to paragraph (d)(1) of this clause may be revoked or modified by the Commission to the extent necessary to achieve expeditious practical application of the Subject Invention under 41 CF3 101-4.103-3 pursuant to an application for exclusive license submitted in accordance with 41 CFR 101-4.104-3.
This license shall not be revoked in that field of use and/or the geographical areas in which the Contractor has brought the invention to the point of practical application and continues to make the benefits of the invention reasonably accessible to the public. The Contractor's nonexclusive license in any foreign country reserved pursuant to paragraph (d)(1) of this clause may be revoked or modified at the discretion of the Commission to the extent that the Contractor or his domestic subsidiaries or affiliates have failed to achieve the practical application of the invention in that foreign Country.
(3) Before the modification or revocation of the license, pursuant to paragraph (d)(2) of this clause, the Commission shall furnish the Contractor a written notice of its intention to modify or revoke the license and the Contractor shall be allowed 30 days (or such longer period as may be authorized by the Commission for good cause shown in writing by the Contractor) af ter the notice to show cause why the license should not be sodified or revoked.
The Contractor shall have the righe to appeal, in accordance with procedures prescribed by the Commission any decision concerning the modification or revocation of his license.
(e)
Invention, iden:1fication, disclosures, and reports.
(1) The Contractor shall establish and maintain active and effective l
procedures to ensure that Subject Inventions are promptly identified and timely disclosed. These procedures shall include the maintenance of laboratory
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notebooks or equivalent records and any other records that are reasonably necessary to document the conception and/or the first actual reduction to practice of Subject Inventions, and records which show that the procedures for identifying and disclosing the inventions are followed. Upon request, l
the Contractor shall furnish the Contracting Of ficer a description of these procedures so that he may evaluate and determine their effectiveness.
(2) The Contractor shall furnish the Contracting Officer:
(1) A complete technical disclosure for each Subject Invention
'within 6 months after concepti*on or first actual reduction to practice j
whichever occurs first in the course of or under the contract, but in any j
event prior to any on sale, public use, or publication of such invention,
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The disclosure shall identify the contract and known to t!:e Contractor.
inventor and shall be suf ficiently compiece in technteal detall and appropriately illustrated by sketch or diagram to convey to one skilled la the art to which the invention pertains a clear understanding of the nature, purpose, operation, and, to the extent known, the physical, chemical, biological, or electrical characteristics of the invention; Interiz reports at least every 12 months from the date (ii) of the contract listing the Subject Inventions for that period and certifying l
that; The Contractor's procedures for identifying and disclosing i
(A)
Subject Inventicas as required by this paragraph (e) have been followed I
throughout the reporting period; and All Subject Inventions have been disclosed or that there I
(3) are no such inventions; and A final report within 3 months after completion of the i
(iii) l contract work, listing all Subject Inventions or certifying that there were l
no such inventions.
l The Contractor shall obra h patent agreements to effectuate (3) sne provisions of this clause free all persons in his employ who perform any part of the work under this contract except nontechnical personnel, such as clerical employees and manual laborers.
l The Contractor agrees that the Commission may duplicate and l
(4) disclose Subject Inveetion disclosures and all other reports and papers furnished or required to be furnished pursuant to this clause.
In order to protect the patent interest of the Gover-ent or (5) the Coacractor, the Contractor shall obtain the written approval of the I
Contracting Of ficer prior to the r.tanne or publication of the informarian in any Subject Invention disclosure by the Contracter or other parties i
acting on his behalf.
Inventions.
(f) Fr.rfeiture of rights in unreported Subject The Contractor shall forf sit to the Government all rights in (1) any Subject Invention which he f atta to disclose to the Contracting Officer
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within 6 months after the time he:
(1) Files or causes to be filed a United States or foreign application thereon; or Submits the final repcre required by paragraph (e)(2)(iii)
(ii) of this clause, which ever is later.
(2) However, the Contractor shall not forfeit rights in a Subject of this paragraph Invention if, within the cine specified in (1)(1) or (1)(11)
- (f). the Contractor:
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(i) Preparad a written decision based upon a review of the record that the envention was neither conceived nor first actually reduced to practice in the course of or under the contract; or (ii) Contending that the invention is not a Subject Invention, he nevertheless discloses the invention and all facts pertinent to his contention to the Contracting Officer; or (iii) Establishes that the f ailure to disclose did not result f rom his fault or negligence.
(3) Pending written assignment of the patent applications and patents on a Subject Invention determined by the Contracting Of ficer to be forfeited (such determination to be a final decision under the Disputes Clause), the Contractor shall be deemed to hold the invention and the patent applications and patents pertaining thereto in trust for the Commission.
The forfeiture provision of this paragraph (f) shall be in addition to and shall not supersede other rights and remedies which the Commission may have with respect to Subject Inventions.
(g) Examination of records relating to inventions.
(1) The Contracting Of ficer or his authorized representative until the expiration of 3 years after final payment under this contract shall have the right to examine any books (including laboratory notebooks),
records, documents, and other supporting data of the Contractor which the Contracting Officer reasonably deems pertinent to discovery or identification of Subject Inventions or to determine compliance with the requirements of this clause.
(2) The Contracting Officer shall have the right to review all I
books (including laboratory notebooks), records and documents of the Con-tractor 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 any such inventions are Subject Inventions if the Con-tractor refuses or fails to:
(1) Establish the procedures of paragraph (e)(1) of this clause; or (ii) Maintain and follow such procedures; or l
(iii) Correct or ell =f aste any material deficiency in the procedures within thirty (30) days after the Contracting Officer notifies the Contractor of such a deficiency.
(h) Withholding of payment (Not applicable to Subcontracts).
(1) Any time before final payment of the amount of this contract, Ihe Contracting Of ficer may, if he deems such action warranted, withhold l
payment until a reserve not exceeding $50,000 or 5 percent of the amount of l
this contract, whichever is less, shall h.ve been set aside if in his opinion l
the Contractor fails to:.
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(1) Establish, maintain, and follow effective procadures for identifying and disclosing Subject Inventions pursuant :o paraaraph (e)(1) of this clause; or (ii) Disclose any Subject Invention pursuant to paragraph (e)(2)(1) of this clause; or (iii) Deliver acceptable interim' reports pursuant to paragraph (e)(2)(ii) of this clause; or (iv) Provide the information regarding subcontracts pursuant to paragraph (i)(3) of this clause.
The reserve or balance shall be withheld i ntil the Contracting Of ficer has determined that the Contractor has rectified whatever deficiencies exist and has delivered all reports, disclosures, and other information required by this clause, (2) Final payment under this contract shall not be made before the Contractor delivers to the Contracting Of ficer all disclosures of Subject Inventions required by paragraph (e)(2)(1) of this clause, and an acceptable final report pursuant to (e)(2)(iii) of this clause.
(3) The Contracting Of ficer may, in his discretion, decrease or If the Con-increase the sums withheld up to the marimum authorized above.
tractor is a nonprofit organization the maximum amount that may be withheld under this paragraph shall not exceed $50,000 or 1 percent of the amount of this contract whichever is less. No amount shall be withheld 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 subsequent payment thereof shall not be construed as a vaiver of any rights accruing to the Government under this contract.
(1) Subcontracts (1) For the purpose of this paragraph the term " Contractor" means the party awarding a subcontract and the term " Subcontractor" means the party being awarded a subcontract, regardless cf tier.
(2) Unless otherwise authorized or directed by the Commission Contracting Officer, the Contractor shall include this Patent Rights clause modified to identify the parties in any subcontract hereunder if a purpose of the subcontract is the conduct of experimental, developmental, or research work.
In the event of refusal by a Subcontractor to accept this clause, or if in the opinion of the Contractor this clause is inconsistent with the policy set forth in 41 CFR l-9.107-3, the Contractor: :
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(1) Shall promptly submit a written notice to the Commission Contracting Of ficer setting forth reasons for the SubcontracLet's ref o.s.it and other pertinent information which may expedite disposition of the matter; and (ii) Shall not proceed with the subcontract without the written authorization of the Commission Contracting Officer.
(3) The Contractor shall not, in any subcontract or by using a subcontract as consideration therefor, acquire any rights in his Subcontractor's Subject Invention for his own use (as distinguished from such rights as may in be required solely to fulfill his contract obligations to the Government the performance of his contract).
(4) All invention disclosures, reports, instruments, and other information required to be furnished by the Subcontractor to the Commission Contracting Of ficer under the provisions of a Patent Rights clause in any subcontract hereunder may, in the discretion of the Commission Contracting Of ficer, be furnished to the contractor for transmission to the Commission Contracting Of ficer.
(5) The Contractor shall promptly notify the Ccamission Contracting Of ficer in writing upon the award of any subcontract containing a Patent Rights clause by identifying the Subcontractor, the work to be performed under the subcontract and the dates of award and estimated completion. Upon request of the Commission Contracting Of ficer, the Contractor shall furnish a copy of the subcontract. If there are no subcontracts containing Patent Rights Clauses, a negative report shall be included in the final report submitted pursuant to paragraph (e)(2)(iii) of this clause.
(6) The Contractor shall identify all Subject Inventions of the Subcontractor of which he acquires knowledge in the performance of this con-tract and shall notify the Commission Contracting Officer promptly upon the identification of the inventions.
(7)
It is understood that the Commission is a third party beneficiary of any subcontract clause granting rights to the Government in Subject Inventions, and the Contractor hereby assigns to the Cemmission all rights that he would have to enforce the Subcontractor's obligations for the benefit of the Commission with respect to Subject Inventions. The Contractor shall not be obligated to enforce the agreements of any Subcontractor here-under relating to the obligations of the Subcontractor to the Ccamission in regard to Subject Inventions.
(j ) Rese rved (k) Reserved (1) No claim for pecuniary award or compensation under the provisions of the Atomic Energy Act of 1954 as amended shall be asserted by the Con-T tractor or its employees with respect to any invention or discovery made or
' conceived in the course of or hnder this contract.,
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(m) 'lich respect to any U.S. Parent Application filed by the Contractor invention or discovery made or conceived in the courss of on any contract o t h.-
the contract, the Contrutor will incorporate in the first paragr.mh s U.S. Patent Application the following statement:
"The invention described herein was made in the course of, or under a contract (if desired may substitute contract with identifying number) with the U.S. Nuclear Regulatory Commission."
22.
GOVER10ENT PROPERTY (1-7.402-25(b))
(Cest Reimbursement, Nonprofit)
The Commission shall deliver to the Contractor for use in cennection (a) with and under the terms of this contract, the property described as Ccvern-sent-furnished property in this contract, together with such related data and information as the Contractor say request and as say reasonably be required for the intended use of such property (hereinaf ter referred to as "Covernment-furnished property"). The delivery or performance dates for the supplies or services to be furnished by the Contractor under this contract are based upon the expectation that Government-furnished property suitable for use vill be delivered to the Contractor at the times stated in the Schedule of this contract or, if not so stated, in suf ficient time to enable In the event the Contractor to meet such delivery or performance dates.
that Government-furnished property is not delivered to the Contractor by l
such time or times, the Contracting Officer, shall, upon timely written i
request made by the Contractor, make a determination of the delay, if any, occasioned the Contractor and shall equitably adjust the estimated cost, or delivery or performance dates, or both, and any other contractual provisions affected by any such delay. In the event that the Government-furnished suitable for the property is received by the Contractor in a condition not intended use, the Contractor shall, upon receipt thereof, notify the Con-tracting Of ficer of such fact and, as directed by the Contracting Officer, either (1) return such property, or (ii) effect repairs or modifications.
Upon cespletion of (1) or (ii) above, the Contracting Of ficer upon timely written request of the Contractor shall equitably adjust the estimated cost, or delivery or performance dates, or both, and any other contractual pro-I vision, repair or modification. The foregoing provisions for adjustment are exclusive and the Commission shall not be liable for suit for breach of contract by reason of any delay in delivery of Government-furnished property or delivery of such property in a condition not suitable for its intended use.
(b)
(1) By notice in writing, the Contracting Of ficer may (1) decrease the property furnished or to be furnished by the Commission under this contract, or (ii) substitute other Government-owned property for property to be furnished by the Commission, or to be acquired by the Contractor for the Commission, under this contract. The Contractor shall promptly take such action as the Contracting Of ficer may direct with respect to the removal, shipping, and disposal of property covered by such notice.
. I
(2)
In the event of any decrease in or substitistion of properry pursuant to subparagraph (1) above, or any withdr.wnl oi.iuthority to one property provided under any other contract or lease. which property the Commission had agreed in the Schedule to make available for the performance of this contract, the Contracting Of ficer, upon the written request of the Contractor, (or if the substitution of property causes a decrease in the cost of performance, on his own initiative), shall equitably adjust such contractual provisions as may be af fected by the decrease, substicution er withdrawal, in accordance with the procedures provided for in the " Changes" clause of this contract.
(c)
(1) Title to all property furnished by the Commission shall remain in the Commission.
(2) Notwithstanding subparagraph (1) above, title to equipment purchased with funds available for research having an acquisition cost of less than 31,000 shall vest in the Contractor upon acquisition or as soon thereafter as feasible provided that the Contractor shall have obtained approval of the Contracting Officer prior to acquisition of such property.
(3) Title to equipment having an acquisition cost of $1,000 or more, purchased with funds available for the conduct of research, shall vest
-as set forth in the contract.
(4) if title to equipment is vested pursuant to (2) or (3) above, the Contractor agrees that no charge will be made to the Commission for any depreciation, amortization, or use charge with respect to such eg'1pment under any existing or future Government contract or subcontract enereunder.
(5) The Contractor shall furnish the Contracting Officer a list of all equipment acquired under subparagraph (2) above within ten (10) days following the end of the calendar quarter during which such equipment was received.
(6) All Commission furnished property, together with all property acquired by the Contractor, title to which vests in the Government under this clause, is hereinaf ter collectively referred to as " Government property."
(7) Title to Government property shall not be affected by the incorporation or attachment thereof to any property not owned by the Govern-ment, nor shall such Government property, or any part thereof, be or become a fixture or lose its identity as personality by reason of af fixation to any realty.
(S) Title to all property purchased by the Contractor, for the cost of which the Contractor is to be reimbursed as a direct item of coat,
under this contract and which under the provisions of this edneract is to vest in the Government, shall pass to and vest in the Government upon delivery of such property by the vendor. Title to other property, the cost of which is to be reimbursed to the Contractor under this contract and which under
,thi provisions of this contract is to vest in the Government, shall pass to and vest in the Government upon (i) issuance for use of such property in the performance of this contract. or (ii) commencement of processing or use of ptsperty in the performance of this contract, or (iii) reimbursement of Ll e cost thereof by the Commissisn, whichever first occurs. i
(d) The Contractor shall be directly responsible for and accountable for all Government property under this contract. The Contractor shall, establish and saintain a sj ::.o control, protect, preserve, and maintain all Government property. This system shall, upon request by the Contracting Of ficer be submitted for review and, if satisf actory, approved in writing by the Contracting Officer. The Contractor shall maintain and make avail-able such records as are required by the approved system and must account for all Government p operty until relieved of responsibility therefor in accordance with the written instructions of the Contracting Of ficer. To the extent directed by the Contractor Of ficer, the Contractor shall identify Government property by sarking tagging, or segregating in such manner as to clearly indicate its ownership by the Government.
(e) The Government property shall, unless otherwise provided herein or approved by the Contracting Of ficer, be used only for the. performance of this contract.
(f) The Contractor shall naintain and administer, in accordance with sound industrial practice, a program for the utilization, maintenance, repair, protection, and preservation of Government property so as to assure its full availability and usefulness for the performance of this contract.
The Contractor shall take all reasonable steps to comply with all appropriate directions or instructsens which the Contracting Officer may prescribe as reasonably necessary for the protection of Government property.
(g)
(1) The Contractor shall not b'e liable for any loss of or damage to the Government property, or for expenses incidental to such loss or damage, except that the Contractor shall be responsible for any such loss or damage (including expenses incidental thereto):
(i) Which results from w Lilful misconduct or lack of good faith of on the part of any of the Contractor's directors or of ficers, or on the part any of his managers, superintendents, or other equivalent representatives, who has supervision or direction of all or substantially all of the Contractor's business, or all or substantially all of the Contractor's operations at any one plant, laboratory, or separate location in which this contract is being performed; (ii) Which results from a failure on the part of the Contractor, due to the willful misconduct or lack of good faith on the part of any of his directors, officers, or other representatives mentioned in (1) above. (A) to maintain and administer, in accordance with sound ousiness practice, the program for utilization, maintenance, repair, protection and preservation.of Government property as required by (f) above, or to take all reasonable steps to comply with any appropriate written directions of the Contracting Of ficer under (f) above, or (B) to establish, maintain and administer, in accordance with (d) above, a system for control of Government property; (iii) For which the Contractor is otherwise responsible under the 2
gxpress ci rms of the clause or, clauses designated in the schedule; i
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(iv) Which results from a risk expressly required to be insurud under some other provisions of this contract, but only to the extent of the insurance so required to be procured and maintained, or to tne extent of insurance actually procured and saintained, whichever is greater; or (v) Which results from a risk which is in fact covered by insurance or for which the Contractor is otherwise reimbursed, but only to the extent of such insurance or reimbursement.
Arv failure of the Contractor to act as provided in subparagraph (ii) above, shall be conclusively presumed to be a f ailure resulting from willful mis-conduct, or lack of good faith on the part of such directors, officers, or other representatives mentioned in subparagraph (1) above, if the Contractor is notified by the Contracting Officer by registered or certified sail, addressed to one of such directors, officers, or other representatives, of the Government's disapproval, withdrawal of approval, or nonacceptance of the Contractor's pro-gram or system. In such event, it shall be presumed that any loss of or The Contractor shall damage to Government property resulted from such failure.
be liable for such loss or damage unless he can establish by clear and con-vincing evidence that such loss or damage did not result from his failure to maintain an approved program or system or occurred during such time as an approved program or system f or control of Government property was maintained.
If more than one of the above exceptions shall be applicable in any case, the Contractor's liability under any one exception shall not be limited by any other exception.
include (2) The Contractor shall not be reimbursed for, and shall not as an item of overhead, the cost of insurance, or any provision for a reserve, covering the risk of less of or damage to the Coverament property except to the extent that the Commission may have required the Cencrzetor to carry such insurance under any other provision of this contract.
(3) Upon the happening of loss or destruccirn of at damage to the Government property, the Contractor shall notify the Contracting Officer thereof, and shall communicate with the loss and salvage organization, if any, now or hereafter designated by the Contracting Officer, and with the assistance of the loss and salvage organization so designated (unless the Contracting Of ficer has designated that no such organization be employed),
shall take all reasonable steps to protect the Government property from further damage, separate the damaged and undamaged Government property, put all the Government preparty in the best possible order, and furnish to the Contracting Officer a statement of:
(i) The lost, destroyed, and damaged Government property; (ii) The time snd origin of the loss, destruction or damage; (iii) All known interests in commingled property of which the Governme...,. ;perty is a part; and The insurance, if any, covering any part of or interest (iv)
The Contractor shall make repairs and renovations in such commingled property.
of the damaged Government property or take such other action as the Contracting Officer directs. :
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(4)
In the event the Contractor is indemnified, reimbursed, or othereise compensated for any loss or destruction of or damage to the Covern-ment properry, he shall use the proceeds to repair. renovate or replace the Government property involved, or shall credit such proceeds against the cost of the work covered by the contract, or shall otherwise reimburse the Govern-ment, as directed by the Contracting Officer. The Contractor shall do nothing to prejudice the Commission's right to recover against third parties for any such loss, destruction, or damage, and upon the request of the Contracting Of ficer, shall, at the Government's expense, furnish to the Commission all reasonable assistance and cooperation (including assistance in the prosecution of suit and the execution of inscriaments of assignment in favor of the Commission) in obtaining recovery.
l (h) The Commission, and any persons designated by it, shall at all reason-able times have access to the premises wherein any of the Government property is 1
located, for the purpose of inspecting the Government property.
(i) Upon completion or expiration of this contract, or at such earlier dates as may be fixed by the Contracting Officer, any Covernment property which has not been consumed in the performance of this contract, or which has not been disposed of as provided for elsewhere in this clause, or for which the Con-tractor has not otherwise been relieved of responsibility, shall be disposed of i
in the same menner, and subject to the same procedures, as is provided in para-graph (g) of the clause of this contract entitled " Termination for the Con-l venience of the Government" with respect to termination inventory.
The proceeds of any such disposition shall be applied in reduction of any pavnents to be made by the Commission to the Contractor under this contract, or shall otherwise be credited to the cost of the work covered by this contract, or shall be paid in such other arnner as the Contracting Officer may direct.
Pending final disposition of such property, the Contractor agrees to take such action as may be necessary, or as the Contracting Officer may direct, for the i
protection and preservation thereof.
(j) If the Contractor determines any Covernment property to be in excess of his needs under this contract, such Government property shall be disposed of in the same manner as provided by paragraph (i) above, except that the Commission may abandon any Covernment property in place and thereupon all obligations of the Commission regarding such abandoned property shall cease. Unless otherwise provided herein, the Commission has no obligation to the Contractor with regard to restoration or rehabilitation of the Contractor's premises, neither in case of abandonment, disposition pursuant to paragraph (i) above, nor otherwise, except for restoration or rehabilitation costs caused by removal of Covernment property pursuant to paragraph (b) above.
(k) All communications issued pursuant to this clause shall be in writing.
?3.
UTILIZATION OF CONCERNS IN LABOR SURPLUS AREAS (1-1.805-3(a))
(The following clause is applicable if this contract exceeds $10,000.)
(a) It is the policy of the Government to award contracts to labor sur-plus aroa concerns that (1) have been certified by the Secretary of Labor (hereaf ter referred to as certified-eligible concerns with first or second
preferences) regarding tne employment of a proportionate. vmber of disadvantaged individuals and have ' agreed to perform substantially (f) in or near sections of concentrated unemployment or underemployment or in pelsistent or substantial labor surplus areas or (ii) in other areas of the United States, respectively, or (2) are noncertified concarns which have agreed to perform substantially in persistent or substantial labor surplus areas, where this can be done consistent with the efficient performance of the contract and at prices no higher than are obtainable elsewhere. The contractor agrees to use his best ef forts to pitce his subcontracts in accordance with this policy.
(b) in complying with paragraph (a) of this clause and with paragraph (b) of the clause of this contract entitled " Utilization of Email Business Con-cerns" the contractor in placing his subcontracts shall observe the following order of preference:
(1) certified eligible concerns with a first preference which are also small business concerns; (2) other certified-eligible concerns with a first preference; (3) certified-eligible concerns with a second pre-farence which are also small business concerns; (4) other certified-eligible concerns wit'a a second preference; (5) persistent or substantial labor surpius area concerns which are also small business concerns; (6) other persistent or substantial labor surplus area concerns; and (7) small business contarns which are not labor surplus area concerns.
24.
PAYMENT FOR OVERTIME PREMIUMS (1-7.202-29)
(a) Allowable cost shall not include any amount on account ot overtime
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premiums except when (1) specified in (d), belew, or (2) paid foe work:
(i) 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:
(ii)
By indirect labor employees such as those performing duties in connection with administration, protection, transportation, maintenance, standby plant protection, operation of utilities, or accouncing:
(iii)
In the performance of tests, industrial ptscesses, lab-oratory procedures, loading or unloading of transportation media, and opera-tions in flight or afloat, which are continuous in nature and cannot reasonably be Lnterrupted or otherwise completed; or (iv) Which will result in lower cost to the Government.
(b) The cost of overtime premiums otherwise allowable under (a), above, shall be allowed only to the extent the amount thereof is reasonable and properly allocable to the work under the contract.
(c) Any request for overtime, in addition to any amount specified in (d), below, will be for all overtime which can be estimated with reasonable certainty shall be used for the remainder of the contract, and shall contain the following:
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(1)
Identification of the work unit, such as the department or section in which the requested overtime will be used, together with present sufficient to per-workload, manning and other data of the affected unit.
mit an evaluation by the Contracting Of ficer of the necessity for the overtime.
(2) The effect that denial of the request will have on the delivery or performance schedule of the contract:
(3) Reasons why the required work cannot be performed on the basis of utilizing multishif t operations or by the employment of additional personnel; and to which approval of overtime would affect the (4) The extent performance or payments in connection with any other Covernment contracts, together with any identification of such affected contracts.
(d) The Contractor is authorized to perform overtime, in addition to that performed under (a)(2), only to the extent, if any, specified elsewhere in this contract.
25.
COMPETITION IN SUBCONTRACTING (1-7.202-30)
The Contractor shall select subcontractor (including suppliers) on a competitive basis to the maximum practicable extent consistent with the objec-tives and requirements of the contract.
26.
AUDIT (1-3.814-2(a))
(a) General. The Contracting Officer or his representatives shall have(c) the audit and inspection rights described in the applicable paragraphs (b),
and (d) below.
(b)
Fv==4n= tion of costs. If this is a negotiated fixed-price type, cost-reimbursement type, incentive, time and materials, labor hour, or price or any combination thereof, the Contractor shall redeterminable contract, maintain, and the Contracting Of ficer or his representatives shall have the right to er2=ine books, records, documents, and other evidence and accounting procedures and practices, sufficient to reflect properly all direct and indirect costs of whatever nature claimed to have been incurred and anticipated to be incurred for the performance of this contract. Such right of examination shall include inspection at all reasonable times of the Contractor's plants, or such parts thereof, as say be engaged in the performance of this contract.
(c) Cost or pricing data. If the Contractor' submitted cost or pricing data in connection with the pricing of this contract or any change or modifica-tion thereto, unless such pricing was based on adequate price competition, established catalog or market prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation, the Contracting Officer or his representatives who are employees of the United States Goverranent shall have the right to examine all books, records, docu-Sents and other data of the Contractor related to the negotiation, pricing or performance of such contract, change or modification, for the purpose of s r
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- valuating the accuracy. completeness and currency of t he cost or pricing data s ubmit t ed.
Additionally, in the case of pricing any change or modification exceeding $100,000 to formally advertised contracts, the Comptroller General of the United States or his representatives who are employees of the United States Covernment shall have such rights. The right of examination shall extend to all documents necessary to permit adequate evaluation of the cost or pricing data submitted, along with the computations and projections used therein.
(d) Availab ility. The sacerials described in (b) and (c) above, shall be made available at the of fice of the Contractor, at all reasonable times, for inspection, audit or reproduction, until the expiration of 3 years from the date of final payment under this contract or such lesser time specified in Part 1-20 of the Federal Procurement Regulations (41 CFR Part 1-20) and for such longer period, if any, as is required by applicable statute, or by other clauses of this contract, or by (1) and (2) below:
(1)
If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for a period of 3 years from the date of any resulting final settlement.
(2) Records which relate to appeals under the " Disputes" clause of this contract, or litigation or the settlement of claims arising out of the performance of this contract, shall be zada available until such appeals, liti-gation, or claims have been disposed of.
(e) The Contractor shall insert a clause containing all the provisions of this clause, including this paragraph (e), in all subcontracts hereunder except altered as necessary for proper identification of the contracting parties and the Contracting Officer under the Government prime contrac..
(f) Reports. The Contractor shall furnish such progress reports and schedules, financial and cost reports and other reports concerning the work i
l under this contract as the contracting officer may from time to time require.
I 27.
PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA (1-3.814-1(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 suas because:
(a) The Contractor furnished cost or pricing data which was not accurate, complete and current as certified in the Contractor's Certificate of Current Cost or Pricing Data; (b) A subcontractor, pursuant to the clause of this contract entitled
" Subcontractor Cost or Pricing Data
- or " Subcontractor Cost or Pricing Data--Price Adjustments" or any subcontract clause therein required furnished cost or pricing data which was not accurate, complete and current as certified I
in the subcontractor's Certificate of Current Cost or Print Data; O 1 l
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A subcontractor or prospective subcontractor furnished cost or (c) pricing data which was required to be securate, complete and current and a subcontract cost estinate furnished by tne to be suenitted to support Centractor but which was not accurate, cceplete and current as of the date certified in the Contractor's Certificate of Current Cost or Pricing Data; or (d) The Contractor or a subcontractor or prospective subcontractor furnished any data, not within (a), (b) or (c) above, which was not accurate as submitted; the price or cost shall be reduced accordingly and the contract such reduction.
shall be modified in writing as say be necessary to reflect However, any reduction in the contract price _due to defective subcontract subsequently data of a prospective subcontractor when the subcontract was not awarded to such subcontractor, will be limited to the amount (plus applicable or actual cost overhead and profit markup) by which the actual subcontract, to the Contractor if there was no subcontract, was less than the prospective Frevided, the actual subcontract cost estimate submitted by the Contractor:
subcontract price was not aff ected by defective cost or pricing data.
(Note: Since the centract is subject to reduction under this clause by reason of defective cost or pricing data submitted in connection with certain is expected that the Contractor may wish to include a clause subcontracts, it in each such subcontract requiring the subcontractor to appropriately indemnify It is also expected that any subcontractor subject to by the Contractor.
such indemnification will generally require substantially similar indemnifica-tion for def active cost or pricing data required to be submitted by his lower tier subcontractors.)
PRICE REDUCTION FOR DEFECTI7E COST CR FRICING DATA - PRICI ADJUSTMENTS 28.
(1-3.314-1(b))
(a) This clause shall become operative only with respect to any modifica-tion of this centract which involves aggregate increases and/or decreases in costs plus applicable profits in excess of $100,000 unless the modification is priced on the basis of adequate price competition, established escalog or market prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation. The right to price reduction under this clause is limited to defects in data relating to such modification.
(b) If any price, including profit, or fee, negotiated in connection with any price adjustment under this contract was increased by any significant sums because:
(1) The Contractor furnished cost or pricing data which was not accurate, complete and current as certified in the Contractor's Certifieste of Current Cost or Pricing 7aca; (2) A subcontractor, pursuant to the clause of this contract encicled
" Subcontractor Cost or Pricing Data" or " Subcontractor Cost or Pricing Data--
Price Adjustments" or any subcontract clause therein required, furnished cost or l
pricing data which was not accurate, complete and current as certified in the l
subcontractor's Certificate of Current Ccst or Pricing Data;
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(3) A subcontractor or prospective subcontractor furnished cost or pricing data which was required to be accurate, complete and current and to be submitted to support a subcontract cost estimate furnished by the Contractor but which was not accurate, complete and' current as of the date cartified in the Contractor's Certificate of Current Cost or Pricing Data; or (4) The Contractor or a subcontractor or prospective subcontractor furnished any data, not within (1), (2) or (3) above, which was not accurate, as submitted; the price shall be reduced accordingly and the contract shall be modified in writing as may be necessary to reflect such reduction. However, any reduction in the contract price due to defective subcontract data of a pro-spective subcontractor, when the subcontract was not subsequently awarded to such subcontractor, will be limited to the amount (plus applicable overhead and profit markup) by which the actual subcontract, or actual cost to the Contractor if there was no subcontract, was less than the prospective subcontract cost estimate submitted by the Contractor: Provided the actual subcontract price was not af fected by defective cost or pricing data.
(Note:
Since the contract is subject to reduction under this clause by reason of defective cost or pricing data submitted in connection with certain subcontracts, it is expected that the Contractor may wish to include a clause in each such subcontract requiring the subcontractor to appropriately indemnify the Contractor.
It is also expected that any subcontractor subject to such indemnification will generally require substantially similar indemnification for defective cost or pricing data required to be submitted by his lower tier subcontractors.)
(c) Failure to agree on a reduction shall be a dispute concerning a ques-tion of fact within the meaning of the " Disputes" clause of this contract.
29.
SUBCONTRACTOR COST AND PRICING DATA (1-3.814-3(a))
(a) The Contractor shall require subcontractors hereunder to submit, actually or by specific identification in writing, cost or pricing data under the following circumstances:
(1) Prior to the award of any subcontract the amount of which is expected to exceed $100,000 when entered into; (2) Prior to the pricing of any subcontract modification which involves aggregate increases and/or decreases in costs plus applicable profits expected to exceed $100,000; except where the price is based on adequate price competition, established catalog or market prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation.
(b) The Contractor shall require subcontractors to certify, in substantially the same form as that used in the certificate by the Prime Centractor to the Government, that to the best of their knowledge and belief, the cost and pric tng data submit ted under (a) above is accurate, complete, and current as of the date of agreement on the nagotiated price of the subcontract or subcontract change or modification..
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(c) The Contractor siin11 liuert the substance of this cIsune inc bed i ng, this parar,raph (c) in each subcontract hereunder whleh excectis $100.000 when entered into except where the price thereof is based on adequate price c mpet t-tion, establish catalog or markat prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation.
In each such expected subcontract hereunder in excess of $100,000, the Contractor shall 1
insert the substance of the following clause:
SUBCONTRACTOR COST 01 PRICING DATA-PRICE ADJUSTMElfrS (a) Paragraphs (b) and (c) of this clause shall become operative only with respect to any modification made pursuant to one or more provisions of this contract which involves aggregate increases and/or decreases in costs plus applicable profics expected to exceed $100,000. The requirements of this clause shall be limited to such contract modifications.
(*> ) The Contractor shall require subcontractors hereunder to submit, actually or by specific identification in writing, cost or pricing data ander the following circumstances:
(1) Prior to award of any subcontract, the amount of which is expected to exceed $100,000 when entered into; (2) Prior to the pricing of any subcontract modification which involves aggregate increases and/or decreases in costs plus applicable profits expected to exceed $100,000; except where the price is based on adequate price competition, established catalog or market prices of commercial items sold in substantial quantities to che general public, or prices set by law or regulation.
(c) The Contractor shA l require subcontractors to certify, in substanti-ally the same form as that uwed in the certificate by the Prime Contractor to the Goverrament, that to the best of their knowledge and belief the cost and pricing data submitted under (b) above is accurate, complete, and current as of the date of agr w r on the negotiated price of the subcontract or subcontract change or modification.
l (d) The Contractor shall insert the substance of this clause including this paragraph (d) in each subcontract hereunder which exceeds $100,000 when entered into.
30.
UTILI*ATION OF MINORITY BUSINESS ElffERPRISES (1-1.1310-2(a))
l (Applicable to Contracts exceeding $10,000)
(a)
It is the policy of the Government that ainority business enterprises shall have the
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practicable opportunity to participate in the per -
formance of Government contracts.
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(b) The contractor agrees to use his be t elIofts o care y out Ihb policy in the award et his subcontracts to the fullest extent cons is t ent with As used in this contract, the term the efficient perf ormance of this contract.
least 30 percent of which
" minority business enterprise" means a business, at is owned by minority group mesters or, in case of publicly owned businesses, at For least 51 percent of the stock of which is owned by minority group members.
the purposes of this definition, minority group members are Negroes, Spanish-speaking American persons, American Orientals, American Indians. American Eskimos, and American Aleuts. Contractors may rely on written representations by subcontractors regarding their status as minority business enterprises in lieu of an independent investigation.
(c) The Contractor agrees to submit to the Contracting Of ficer in response for Proposal. Invitation for Bid, or Solicitation; the representa-to a Request tion contained in FFR l-1.1303.
The Contractor further agrees to report all Minority Business Enter-(d) prise subcontract awards to the Contracting Of ficer using Optional Form 61 (see FPR l-16.902-OF61). The Contractor may modify the Optional Form 61 to delete references to "Small Business" fcr the purpose of this report. Optional Form Printing 61 may be obtained from the Superintendent of Documents, Government Office, Washington, D.C.
20402.
31.
LISTING OF EMPLOViENT OPENINGS (1-12.1102-2)
(Applicable Pursuant to 41 CFR 50-250 if this contract is for
$10,000 or more)
(a) The contractor agrees, in order to provide special emphasis to the employment of qualified disabled veterans and veterans of the Vietnam era, that the time of all suitable employment openings of the contractor which exist at the execution of this contract and those which occur during the performance of this contract, including those not generated by this contract and including is those occurring at an establishment other than the one wherein contract excluding those of independently operated corporate being performed but affiliates, shall be of fered for listing at an appropriate local office of the State employment service system wherein the opening occurs and to provide such reports to such local office regarding employment openings and hires as may be required; Provided, That if this contract is for less than $10,000 or if it is with a State or local government the reports set forth in paragraphs (c) and (d) are not required.
(b) Listing of employment openings with the employment service system pursuant to this clause shall be made at least concurrently with the use of any other recruitment service or effort and shall involve the normal obligations which attach to the placing of a bona fide job order, including the acceptance of referrals of veterans and nonveterans. This listing of employment openings does not require the hiring of any particular job applicant er frca any particular group of job applicants, and nothing herein is intended to relieve the contractor from any requirements in any statutes, executive orders, or regulations regarding nondiscrimination in employment.,
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The reports required by paragraph (a) of this clause shall include.
(c) least quarterly but not be limited to periodic reports which shall be filed at with the appropriate local of fice or, where the contractor has more cuan one establishment in a State with the central office of the State employment (1) the number of Such reports shall indicate for each establishment service.
(2) the number of those individuals who were hired during the reporting period, hired who were disabled veterans, and (3) the number of those hired who were The contractor shall submit a report nondisabled veterans of the Vietnsa era.
within 30 days after the end of each reporting period wherein any performance The contractor shall maintain copies of the is made under this contract.
reports submitted until the expiration of one year af ter final payment under for the contract, during which time they shall be made available, upon request, examination by any authorized representatives of the Contracting Of ficer or of the Secretary of Labor.
Whenever the contractor becomes contractually bound by the listing (d) provisions of this clause, he shall advise the employment service system in each State wherein he has establishments of the name and location of each such As long as the contractor is contractually bound establishment in the State.
to these provisions and has so advised the State employment system, there is no is no longer bound by this contract need to advise the State system when it clause.
This clause does not apply to the listing of employment openings (e) which occur and are filed outside of the 50 States, the District of Columbia, the Commonwealth of Puerto Rico, Guam, and the Virgin Islands.
(f) This clause does not apply to openings which the contractor proposes to a customary and to fill from within his own organization or to fill pursuant This exclusion does not apply traditional employer-union hiring arrangement.
to a particular opening once an employer decides to consider applicants outside of his own organization or employer-union arrangement for that opening.
l (g) As used in this clause:
(1) "All suitable employment openings" includes, but is not limited Production and non-to, openings which occur in the following job categories:
production; plant and of fice; laborers and mechanics; supervisory and non-supervisory; technical; and executive, administrative, and professional openings which are compensated on a salary basis of less char 2 $18,000 per year.
I temporary employment of more than 3 The term includes full-time employment, days duration, and part-time employment.
l It does not include openings which the contractor proposes to to a customary and fill from within his own organization or to fill pursuant traditional employer-union hiring arrangement.
(2) " Appropriate office of the State employment service system" l
means the local office of the Federal-State national system of public employ-ment offices with assigned responsibility for serving the area of the establish-aunt where the employment opening is to be filled, including the District of columbia, the Commonwealth of Puerto Rico, Guam, and the Virgin Islands.
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(1) " Openings vhich the contractor proposes to fill from within his i
own organisatien" means emulayment openings for which no consideration will be given to persons outside tae contractor's own organization (including any af filiates, subsidiaries, and parent companies), regularly established "reent!"
or " rehire" lists.
(4) " Openings which the contractor proposes *** to fill pursuant to a customary and traditional employer-union hiring arrangement" means employment openings for which no consideration will be given to persons outside of a special hiring arrangement, including openings which the contractor proposes to fill f rom union halls, which is part of the customary and traditional hiring relationship which exists between the contractor and representatives of his employees.
(5) " Disabled veteran" means a person entitled to disability com-rensation under laws administered by the Veterans Administration for a dis-a bility rated at 30 percentum or more, or a person whose discharge of release
" rom active duty was for a disability incurred or aggravated in line of duty.
(6) " Veteran of the Vietnam era" means a person (A) who (i) se rved on active duty with the Armed Forces for a period of more than ISO days, any part of which occurred after August 5,1964, and was discharged or released therefrem with other than a dishonorable discharge, or (ii) was discharged or released from active duty for service-cennected disability if any part of such duty was performed af ter August 5, 1964, and (b) who was so discharged or released within the 48 months preceding his application for employment covered by this clause.
(h)
If any disabled veteran or veteran of the Vietnam era believes that the contractor (or any first-tier subcontractor) has f ailed or refuses to comply with the provisions of this contract clause relating to giving special emphasis in employment to veterans, such veteran may file a complaint with the veteran's employment representative at a local State employment se rvice of fice who will attempt to informally resolve the complaint and then refer the complaint with a report on the attempt to resolve the matter to the State office of the Veterans' Employment Service of the Department of Labor.
Such complaint shall then be promptly referred through the Regicual Manpower Administrator to the Secretary of Labor who shall investigate such complaint and shall take such action thereon as the f acts and circumstances warrant consistent with the terms of this contract and the l yes and regulations applicable thereto.
(L) The contractor agrees to place this clause (excluding this paragraph 1.) in any subcontract directly under this contract.
32.
PAYMENT OF I!rTEREST ON CONTRACTOR'S CLAIMS (1-1. 322)
(a) If an appeal is filed by the contractor from a final decision of the Contracting Officer under the Disputes clause of this contract. denying a claim arising under the contract, simple interest en the amount of the claim finally determined owed by the Covernment shall be psyable to the Contractor. Such :
e
)
interest shall be at the rate determined by the Secretary of the Treasury to Public Law 92-41, 85 Stat. 97, from the date the contractor pursuant furnishes to the Contracting Of ficer his written appeal under the Disputes to the date of (1) a final judgment by a court of clause of this contract, jurisdiction, or (2) aatling to the contractor of a supplemental compententfor execution either confirming completed negotiations between the agreement parties or carrying cut a decisions of a board of contract appeals.
(b) Notwithstanding (a), above. (1) interest shall be applied only from the date payment was due, if such date is later than the filing of appeal, and the Contracting (2) interest shall not be paid for any period of time that Of ficer determines the contractor has unduly delayed in pursuing his remedies before a board of contract appeals or a court of competent jurisdiction.
33.
EMPLOYMENT OF THE HANDICAPPED (FPR TIMP. REG. 38)
(a) The contractor will not discriminate against any employee or applicant f or employsant because of physical or mental handicap in regard to any position for which the employee or applicant for employment is qualified The con-tractor agrees to take af firmative action to employ, advance in employment and otherwise treat qualified handicapped individuals without discrimination based upon their physical or mental handicap in all employment practices such as f ollowing: employment, upgrading, demotion
- ransfer, recruitment, ad-vertising, layoff or termination, rates of r or other forms of compensation, and selection for training, including apprenticeship.
The contractor agrees to comply with the rules, regulations, and (b) to the Rehabilitation relevant orders of the Secretary of Labor issued pursuant Act of 1973 as amended.
(c)
In the event of the Contractor's noncompliance with the requirements of this clause, actions for noncompliance may be taken in accordance with the rules, regulations and relevant orders of the Secretary of Labor issued pur-suant to the Act.
(d) The Contractor agrees to post in conspicuous places, available to notices in a form to be prescribed by employees and applicants. for employment, the Director Office of Federal Contract Compliance Programs, Department of Such notices shall state Labor provided by or through the Contracting Of ficer.
the contractor's obligction under the law to take affirmative action to employ l
and advance in employment qualified handicapped employees and applicants for l
l employment, and the right. of applicants and employees.
The Contractor will notify each labor union or representative of (e) workers with which it has a collective bargaining agreement or other contr'act understanding that the contractor is bound by the terms of Section 503 of the and is committed to take affirmative action to employ and advance in
- Act, employment physically and mentally handicapped individuals.
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(f) The Contractor will include the provisions of this clause in every subcontract or purchase order of $2,500 or more unless exempted by rules, to Section 503 regulations, or orders of the Secretary of Labor issued pursuant i l
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e cf the Act, so that such provi9 tons will be hinding upon oach subcone rnetor or vendor.
The Contractor will take such action with respect to any suocontr.act or purchase order as the Director of the Office of Federal Contract Compliance Procrass say direct to enforce such provisions, including action for noncomp1f ance.
34.
CLEAN AIR AND WATER (1-1.2302)
(Applicable only if the contract exceeds $100,000, or the Contracting Officer has determined that orders under an indefinite quantity contract in any one year will exceed $100,000, or a f acility to be used has been the sub ject of a conviction under the Clean Air Act (42 U.S.C.1957c-8(c)(1)) or the Federal Water Pollution Control Act (33 U.S.C.1319(c)) and is listed by EPA, or the contract is not otherwise exempt.)
(a) The contractor agrees as follows:
(1) To comply with all the requirements of Section 114 of the Clean Air Act, as amended (42 U.S.C. 1857, et seq., as amended by Pub. L. 9L-604) and Section 308 of the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq., as amended by Pub. L.95-500), respectively, relating to inspection, monitoring, entry, reports, and information, as well as other requirements specified in Section 114 and Section 308 of the Air Act and the Water Act, respectively, and all regulations and guidelinca issued thereunder before the award of the contract.
(2) That no portion of the work required by this prime contract will be performed in a facility listed on the Environmental Protection Agency List of Violating Facilities on the date when this contract was awarded unless and until the EPA eliminates the name of such facility or facilities from such lis ting.
(3) To use his best efforts to comply with clean air standards and clean water standards at the facility in which the contract is being performed.
(4) To insert the substance of the provisions of this clause into any nonexampt subcontract, including this paragraph (a)(4).
(b) Ihe terms used in this clause have the following meanings:
(1) The term " Air-Act" means the Clean Air Act, as amended (42 U.S.C. 1857 et, seq., as amended by Pub. L.91-604).
(2) The term " Water Act" means Federal Water Pollution Control Act, as amended (33 U.S.C. 1251 et. seq., as amended by Pub. L.92-500).
(3) The term "cican air standards" means any enforceable rules, regulations, guidelines, standards, limitations, orders, controls, prohibi-tions, or other requirements which are contained in, issued under, or other-vise adopted pursuant to the Air Act or Executive Order 11738, an applicable implementation plan as described in Section 110(d) of the Clean Air :
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(42 U.S.C.1857c-5(d)), an approved implementation procedure or plan us.d. e (42 U.S.C.
1857(.0 Act Section 111(c) or Section lil(d), respectively, of the Air Act or (d)), or an approved implementation procedure under Section 112(d) of the Air Act (42 U.S.C. 1857c-7(d)).
The term " clean water standards" means any enforceable limitation, (4) control, condition, prohibition, standard, or other requirement which is promul-gated pursuant to the Water Act or contained in a permit issued to a discharger by the Environmental Protection Agency or by a State under an approved program, (33 U.S.C.1342), or by local as authorized by Section 402 of the Water Act government to ensure compliance with pretreatment regulations as required by Section 307 of the Water Act (33 U.S.C. 1317).
The term " compliance" means compliance with clean air or water (5)Compliance shall also mean compliance with a schedule or plan standards.
ordered or approved by a court of competent jurisdiction, the Environmental Protection Agency or an air or water pollution control agency in accordance with the requirements of the Air Act or Water Act and regulations issued pursuant thereto.
(6) The term " facility" means any building, plant, ins tallation, structure, mine, vessel or other floating craf t, location, or site of opera-tions, owned, leased, or supervised by a contractor or subcontractor, to be Where a location or utilized in the performance of a contract or subcontract.
installa-site of operations contains or includes more than one building, plant, tion, or structure, the entire location or site shall be deemed to be a facility except where the Director, Office of Federal Activities, Environmental Protec-l tion Agency, determines that independent facilities are collocated in one l
geographical area.
- 35. NEGOTIATED OVn n nn RATES-PREDETERMINED (1-3.704-2(c))
Notwithstanding the provisions of the clause of this contract encicled l
(a)
" Allowable Cost and Payment," the allowable indirect costs under this contract shall be obtained by applying predetermined overhead rates to bases agreed upon by the parties, as specified below.
(b) The Contractor, as soon as possible but not later than three (3) months af ter the close of his fiscal year, or such other period as may be specified in the contract, shall submit to the Contracting Officer, with a copy to the cognicant audit activity, a proposed predetermined overhead rate or rates based on the Contractor's actual cost experience during that period, together with supporting cost data. Negotiation of predetermined overhead rates by the Contractoe and the Contracting Of ficer shall be undertaken as prospely as practicable af ter receipt of the Contractor's proposal.
(c) Allowability of costs and acceptability of cost allocation methods shall be determined in accordance with Subpart 1-15.3 of the Federal Procure-ment Regulations (41 CFR l-15.3), as in ef f ect on the date of this contract.
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(d) The results of each negotiation shall be set forth in a modification to this contract, which shall specify (1) the agreed predetermined overnead races, (2) the bases to which rates apply, (3) the fiscal year unless the parties agree to a different period for which the races apply, and (4) the specific items treated as direct costs or any changes in the items previously agreed to be direct costs.
(e) Pending establishment of predetermined overhead rates for the initial period of contract performance, or for any fiscal year or dif ferent period agreed to by the parties, the Contractor shall be reimbursed either at:
(1) the rates fixed for the previous fiscal year or other period, or (2) billing races acceptable to the Contracting Officer, subject to appropriate adjustment i
when the final rates for that fiscal year or other period are established.
(f) Any failure by the parties to agree on any predetermined overhead rate or rates under this clause shall not be considered a dispute concerning a question of f act for decision by the Contracting Of ficer within the meaning of the " Disputes" clause of this contract. If for any fiscal year or other period of contract performance the parties fail to agree to a predetermined overhead rate or rates, it is agreed that the allowable indirect costs under this contract shall be obtained by applying negotiated final overhead rates in accordance with the terms of the " Negotiated Overhead Rae.es-Postdetermined" clause set forth in i 1-3.704-2(a) of the Federal Procurement Regulations (41 CFR 1-3.704.-2(a)),
as in ef fect on the date of this contract.
36.
NOTICE TO THE COVER 10ENT OF LABOR DIS?UTES (1-7.203-3)
(a) Whenever 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 basediately give notice thereof, including all relevant information with respect thereto, to the Contracting Officer.
(b) The Contractor agrees to insert the substance of this clause, including this paragraph (b), in any subcontract hereunder as to which a labor dispute say delay the timely performance of this contract; except that each such subcontract shall provide that in the event its timely performance is delayed or threatened by delay by an actual or potential labor dispute, the subcontractor shall immediately notify his next higher tier subcontractor, or the Prime Contractor, as the case may be, of all relevant information with respect to such disputes.
37.
EXCUSABLE DELAYS (1-8.708)
Except with respect to defaults of subcontractors, the contractor shall not I
be in default by reason of any failure in performance of this contract in accordance with its terms (including any failure by the contractor to make progress in the l
prosecution of the work hereunder which endangers such performance) if such failure arises out of causes beyond the control and without the fault or negligence of the contractor. Such causes may include, but are not restricted to acts of God or of the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restric-
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< ions, strikes, freight embargoes, and unusually severe weather, but in every case the f ailure to perform must be beyond the centrol and without the fsult or.
,,, a negligence of the Contractor.
If the f ailurir to perform is caused by the f ailure of the subcontractor to perform or make progress, and if such fa11ure arises out of causes beyond control of both the Contractor and subcontractor, and without the f ault or negligence of either of them, the contractor shall not be deemed to be in def ault, unless (a) the supplies or services to be furnished by the subcontractor were obtainable from other soruces, (b) the Contracting Officer shall have ordered the contractor in writing to procure stich supplies or services from such other sources, and (c) the contractor shall hue f ailed to comply reasonably with such order. Upon request of the con-tractor, the Contracting Officer shall ascertain the facts and extent of such f ailure and, if he shall determine that any failure to perform was occasioned by any one or more of the said causes, the delivery schedule shall be revised accordingly, subject to the rights of the Government under the clause hereof entitled " Termination for Default or for Convenience of the Covernment." (As use.1 in this clause, the terms " subcontractor" and " subcontractors" means subcontractor (s) at any tier.)
- 38. GENERAL SERVICES ADitINISTEATICN SUFPLY SOURCES (1-7.203-13)
The Contracting Officer rey issue the Contractor an autnorization to utilize General Services Administration supply sources for property to be used in the performance of this contract. Title to all property acquired under such an authorization shall vest in the Government. All property acquired under such an authorization shall be subject to the provisions of the clause of this contract entitled " Government Property," except paragraphs (a) and (b) thereof.
- 39. PREFERENCE FOR U.S. FLAG AIR f*ARETm (1-1.323-2)
(a) Pub. L.93-623 requires that all Federal agencies and Government con-tractors and subcontractors will use U.S. flag air carriers for international air transportation of personnel (and their personal effects) or property to the extent service by such carriers is availahle.
It further provides that the Comptroller General of the United States shall disallow any expenditure from appropriated funds for international air transportation on other than a U.S.
flag air carrier in the absence of satisfactory proof of the necessity therefor.
l (b) The contractor asrees to utilina U.S. flag air carriers for inter-national air transportation of personnel (and their personal effects) or pro-petty to the extent service by such carriers is available.
l (c) In the event that the contractor selects a carrier other than a U.S.
}
flag air carrier for international air transportation; he vill include a certification on vouchers involving such transportation which is essentially as follows:
CERTIFICATION OF UNAVILABILITT OF U.S FLAG AIR CARRIERS I hereby certify that transportation service for personnel (and their per-sonal eff ects) or property by certificated air carrier was unavailable for the following reasons:
(state reasons).
1See Federal Procurement Regulations (41 CFR 1-1.323-3) or Section 1-336.2 of the Armed Services Procurement Regulations, as applicable. i
(d)
The terms used in this clause have the following meanings:
(1) " International air transportation: means transportation of per-sons (and their personal ef fects) or property by air between a place in the United States and a place outside thereof or between two places both of which are outside the United States.
(2)
"U.S. flag air carrier" means one of a class of air carriers holding a certificate of public convenience and necessity issued by the Civil Acronautics Board, approved by the President, authorizing operations between the United States and/or its carritories and one or more foreign countries.
(3) The term " United States" includes the fifty states Commonwealth of Puerto Rico, possessions of the United States, and the District of Columbia.
(e) The contractor shall include the substance of this clause, including this paragraph (e), in each subcontract or purchase hereunder which may involve international air transportation.
40.
NOTICE REGARDING I. ATE DELIVERY (1-7.204-4)
In the event the Contractor encounters dif ficulty in meeting the per-formance requirements, or anticipates difficulty in complying with the contract delivery schedule or date, the Contractor shall immediately notify the Contracting Of ficer thereof in writing, giving pertinent details, including the date by which it expects to complete performance or make delivery: Provided, however, that this data shall be informational duly in character and that receipt thereof shall not be construed as a waiver by the Government of any contract delivery schedule or date, or any rights or remedies provided by law or under this contract.
41.
KEY PERSONNEL (1-7.304-6)
The personnel specified in this contract are considered to be essential to the work being performed hereunder. Prior to diverting any of the specified individuals to other programs, the Contractor shall notify the Contracting Of ficer reasonably in advance and shall submit justification (including proposed substitutions) in sufficient detail to permit evaluation of the impact on the program. No diversion shall be made by the Contractor without the written con-sent of the Contracting Officer: Provided, That the Contracting Officer may ratify in writing such diversion and such ratification shall constitute the consent of the Contracting Officer required by this clause. The attachment to this contract may be amended from time to time during the course of the contract to either add or delete personnel, as appropriate.
42.
COPYRIGHT (9-9.5103(d))
(1) The contractor (1) agrees that the Commission shall determine the disposition of the title to and the rights under any copyright secured by the contractor or its employees on copyrightable material first produced or composed ender this contract and (ii) hereby grants to the Govercrent a royalty-free, 44 -
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nonexclusive. irrevocable license to repr1 duce, translate. publi.<h, use and dispose of, and to authorize others so to io, all copyrighted or copyrightable work not first produced or composed by the contractor in the performance of this contract but which is incorporated in the material furnished under the the contractor contract, provided that such license shall be only to the extent now has, or prior to the completion or final settlement of the contract may acquire, the right to grant such license without becoming liable to pay compen-sation to others solely because of such grant.
(2) The contractor agrees that it will not include any copyrighted material in any written or copyrightable material furnished or delivered under this contract, without a license as provided for in paragraph (1)(11) hereof, the consent of the copyright owner, unless specific written approval or without of the Contracting Of ficer to the inclusion of such copyrighted material is secured.
(3) The contractor agrees to report b2 writing to the Ccamission, promptly and in reasonable detail, any notice or claim of copyright infring-ement received by the contractor with respect to any sacerial delivered under this contract.
43.
COPYRIGHT IMDDOIIFICATION OF COVELDG2rr (9-9.5104)
Except as otherwise provided, the contractor agrees to indemnify the Government, its officers, agents, servants, and employees against liability, in any work including costs and expenses, f or the infringement of any copyright protected under the copyright laws of the United States arising cut of the per-f ormance of this contract, including the reproduction, translation, publication or use of any such copyright material.
44.
LITIGATION AND CLAIMS (9-7.5006-50)
(a)
Initiation of litization. The contractor say, with the prior written authorization of the Contracting Of ficer, and shall, upon the request of the Commission initiate litigation against third parties, including proceedings The con-before administrative agencies, in connection with this contract.
tractor shall proceed with such litigation in good faith and as directed f rom time to time by the Contracting Officer.
(b) Def ense and settlement of claims. The contractor shall give the Contracting Of ficer immediate notice in writing (1) of any action, including any proceeding before an administrative agency, filed against the contractor arising out of the performance of this contract, and (2) any claim against the contractor, the cost and expense of which is allowable onder the clause entitled
" Allowable Costs."
Except as otherwise directed by the Contracting Of ficer, in writing, the centractor shall furnish Lunediately to the Contracting Officer to'such copies of all pertinent papers received by the contractor with respect in conflict with any applicable policy of action or claim. To the extent not insurance, the contractor may with the Contracting Officer's approval settle any such action or claim, shall effect at the Contracting Officer's request an of all the contractor's T
, assignment and subrogation in f avor of the Government rights and claims (except thos*e against the Government) arising out of any such action or claim against the Contractor, and if, required by the Contracting to settle or defend Of ficer, shall authorize representatives of the Government :
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any such action or claim and to represent the contractor, or to take charre ut.
any action.
If the settlement or defense of an action or claim against the contractor is undertaken by the Government, the contractor shall furnish all reasonable assistance in ef f ecting a settlement or asserting a defense. Where an action against the contractor is not covered by a policy of insurance, the contractor shall, with the approval of the Contracting Of ficer, proceed with the defense of the action in good faith; and in such event the defense of the action shall be at the expense of the Government: Provided, however, That the Gove rnee.st shall not be liable for such expense to the extent that it would have beet compensated for by insurance which was required by law or by the written tirection of the Contracting Officer, but which the contractor f ailed to secure through its own fault or negligence.
45.
PE 31:0 (9-7.5006-48)
Except as otherwise directed by the Contracting Of ficer, the contractor shall procure all necessary permits or licenses and abide by all applicable laws, regulations, and ordinances of the United States and of the State, territory, and political subdivision in which the work under this contract is performed.
46.
CONSULTANT OR CCMPARABLE EMPlDYMENT SERVICES OF CCNTRACTOR EMPLOYEES (9-7.5006-45(a))
The contractor shall require all employees who are employed full-time (an individual who performs work under the cost-type contract on a full-time annual baaia) or part-time (50 percent or more of regular annual compensation received under terms of a contract with the Commission) on the contract vork to disclose to the contractor all consultant or other comparable employment services which the employees proposed to undertake for others. The contractor shall transmit to the Centracting Officer all information obtained from such disclosures. The contractor will require any employee who will be employed full-time on the contract to agree, as a condition of his participation in such work, that he will not perform consultant or other comparable employment services for another Commission cost-type contractor under its contract with the Commission except with the prior approval of the contractor.
47.
SAFETY, HEALTH, AND FIRE PROTECTION (9-7.5006-47 MODIFIED)
The contractor shall take all reasonable precautions in the performance of the work under this cent ract to protect the health and safety of employees and of meneers of the public and to minimize danger from all hacards to life and I
property and shall comply with all health, safety, and fire protection regulation l
and requirements (including reporting requirements) of the Commission and the l
Department of Labor.
In the event that the Contractor fails to comply with said regulations the Contracting Officer may, without prejudice to legal or contractual rights of the Commission, issue an order Stopping all or any other any part of the work; thereafter a start order for resumption of work may be issued at the discretion of the Contracting Officer. The contractor shall make r.o claim for an extension of tipe or for compensation or damages by reason of or in connection with such work stoppage.,
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'JISCLOSURE OF INFORMATLUN (9-7.5004-22) mutually expected that the activities under this contract will (a)
Ir L4 involve Restricted Data, or other classified informarion or material.
It not is understood, however, that if in the opinion of either party this experlation changes prior to the expiration or termination of all activities under this said party shall notify the other party accordingly in writing with-
- contract, out delay. In any event, the contractor shall classify, safeguard, and other-vise act with respect to all Restricted Data and other classified information and asterial, in accordance with applicabla law and the requirements of the Commission, and shall promptly inform the Commission in writing if and when Restricted Data or other classified information or material becomes involved.
If and when Restricted 'latn or other classified information or material becomes involved, or in the autual judgment of the parties it appears likely that Restricted Data or other classified information may become involved, the con-tractor shall have the right to terminate performance of the work under this contract and in such event the provisions of this contract respecting term-ination for the convenience of the Government shall apply.
(b) The contractor shall not permit any individual to have access to Restricted Data, or other classified information, except in accordance with the Atomic Energy Act of 1954, as amended, and the Cosuaission's regulations or requirements.
(c) The term " Restricted Data" as used in thir article means all data
. concerning the design, manuf acture, or utilization of atomic weapons, the production of special nuclear material or the use of special nuclear material in the production of energy, but shall not include data declassified or removed f rom the Restricted Data category pursuant to Section 142 of the Atomic Energy Act of 1954, as amended.
49.
PRIVIATE USE OF CONTRACT INFORMATION AND DATA (9-7.5006-59) or as otherwise Except as specifically authorized by this contract, approved by the Contracting Of ficer, information and other data developed or acquired by or furnished the contractor in the performance of this contract, shall be used only in connection with the work under this contract.
- 50. DRAWINGS, DESIGNS, SPECIFICATIONS (9-7.5006-13)
All drawings, sketches, designs, design data, specifications, notebooks, technical and scientific data, and all photographs, negatives, reports, findings, recommendations, data and memoranda of every description relating thereto, as well as all copies of the foregoing relating to the work or any part thereof, shall be subject to inspection by the Commission at all reason-able times (for which inspection the proper f acilities shall be af forded the Commission by the contractor and its subcontractors), shall be the property of the Government and may b4 used by the Government for any purpose whatsoever without any claim on the part of the contractor and its subcontractors and i
y-vendors for additional compensation and shall, subject to the right of the contractor to retain a copy of said material for its own use, be delivered to the Government, or otherwise disposed of by the contractor either as the Contracting Officer may from tems to time direct during the progress of the work or in any s
event as the Contracting Of ficer shall direct upon complet ion or terminat ion of this contract. The contractor's right of retention and use % hall bc :ut. ices to the security, patent, and une of information provisions, if any, of t hir.
contract.
51.
CONTRACTOR PROCUREMEN.T (9-7.5006-29)
(a) The Commission reserves the right at any time to require that the contractor submit for approval any or all procurements under this contract.
The contractor sha.1 not procure any item whose purchase is expressly pro-hibited by the written direction of the Commission and shall use such special and directed procurement sources as may be expressly required by the Commission.
The contractor shall, if requested by the Contracting Officer, provide in-formation concerning procurement methods, practices, and procedures used or proposed to be used and shall use methods, practices, and procedures which are acceptable to the Commission. Procurement arrangements under this contract shall not relieve the contractor of any obligation under this contract (in-cluding, among other things, the obligation to properly supervise, administer, and coordinate the work of subcontractors) and shall be in such form and contain such provisions as are required by this contract or as the Commission may prescribe.
(b) Procurement or transfer of equipment, materials, supplies, or services from a contractor-controlled source (any division or other organ-imational component of the prime contractor (exclusive of the contracting component) and any subsidiary or affiliate of the contractor under a common control) shall be considered a procurement for the purposes of this article.
52.
FOREIGN TRAVEL Foreign travel shall be subject to prior approval of the Contracting Officer for each trip regardless of whether funds for cuch travel are approved.
The Contractor shall complete NRC Form 445 and submit it to the Contracting Officer for processing prior to travel. The Contracting Officer shall when appro;riate brief the Contractor concerning any international and internal Commission relttionships which should be considered. Foreign travel is ony travel outside of Canada and the United States including its territories and possessions.
53.
SOVIET-BLOC CONTROLS (9-/.5006-53 MODITIED)
(a) In connection with the contract activities, the Contractor agrees to comply with the requirements set f orth in paragraphs (b) and (c) of this article relating to the countries listed therein. From time to time, by written notice to the Contractor, the Commission shall have the right to change the listing of countries in paragraph (b) hereof upon a determination by the Commission that such change is in conformance with national policy. The Contractor shall have the right to terminate its performance under this contract upon at least sixty (60) days prior written notice to the Commission if the Contractor determines that it is unable, without substantially in-
,terfering with its policies as,an educational institution or without adversely
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.,e affecting its performance, en continue performance of t he werk under t hi.
contract as a result of a change in paragraph (b) or (c) hereof made by the Commission pursuant to the preceding sentence.
If the cont ractor elects to terminate performance, the provisions of this contract respecting termination for th.= convenience of the Government shall apply.
(b) Alien emplovees, guests and visitors.
(1) Definitions a.
For purposes of these requirements, the countries included in this list are Soviet-Bloc countries.
Albania Estonia Bulgaria Hungary
- China, including Manchuria [and excluding Taiwan (Formosa)] Latvia (includes Inner Mongolia; the provinces of Tsinghai and Sikang; Kinkiang; Tibet; the former Kvantung Leased Territory: the Lithuania present Port Arthur Naval Base Area and Lioaning Province)
- North Korea
- Communist-controlled area of Viet Nam
- Outer Mongolia Poland & Danzig
- Cuba Czechoslovakia Rumania
- East Germany (Soviet Zene of Germany Union of Soviet and the Soviet Sector of Berlin)
Socialist Republics
- Request for information from these countries should not be filled in the name of the Constission.
b.
An " alien" is one who is not a citizen of the United States.
c.
A " visitor" is one who comes to speak, listen or observe for a relatively short period of time without participating in the l
work of the facility' visited and without NEC reimbursed compensation.
I d.
An " alien regular employee" is one who is employ ed for an indefinite extended term of employment, or for a definite extended term of employment related to a specific project. An " alien temporary employee" is one who is employed on an intermittent, t emporn ry or part-time basis for a definite period of time. This may be under a program providing for a combination of work and study or teaching.
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An " alien guest" is ene on leave from his home institution, or c.
sponsored by an organization, who participates to gain experience or to o.etribute by carrying out projects that are part of the Contractor's activities under this contract.
(When an alien cannot be clearly placed in one of the categories in (b)(1)d. or (b)(1)e. above, the Contractor shall consult with the Contracting Officer.)
f.
A " Soviet-Bloc Alien" is a non-immigrant national of a Soviet-Bloc country.
g.
A " Soviet-Bloc Organization" is an embassy, consulate, agency, entity or other organization of a Soviet-Bloc country any employee of a Soviet-Bloc country, any citizen of such country, or individual or organization located in a Soviet-Bloc country.
(2) Prior approvals relating to Soviet-Bloc countries. The fol-lowing activities under this contract will be subject to prior approval by the Cosmission:
a.
Employment by any Soviet-Bloc country or organization of a Contractor employee, while his salary is directly charged to NRC funds, or any person whose travel to and from such work is to be reimbursed from NRC funds.
b.
Employment or guest particpation of a Soviet-Bloc alien.
c.
Invited participation by a Soviet-Bloc alien at a con-ference or symposium in the United States organizes and directed under NRC sponsorship under this contract.
Provided, however, that this requirement shall not apply to bona fide employees, staff members and staff appointees (e.g., visiting professors) of the Contractor.
l d.
Travel to the Soviet-Bloc by a Contractor employee, while his salary is directly charged to NRC funds, or by any per-son whose travel is to be reisbursed from NRC funds.
(3) Report relating to Soviet-Bloc countries.
In connection with the contract activities, the Contractor will inform the Commission in advance, whenever feasible, of proposed Soviet-Bloc alien visitors.
The Contractor will furnish a report promptly af ter the departure of a Soviet-Bloc alien employee, l
visitor or guest.
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(c) Dissemir.ition of technical information to Soviet-Bloc nations.
It la the policy of the Commission to permit and encourage, to the maximum extent practicable, the dissemination and exchange of unclassifed technical information r
amnna scientists and technicians of this and other nations. The purpose is to l
prbvide that free interchange of ideas and criticism which is essential to peaceful scientific and industrial progress of mankind and to enlarge the fund l l
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=- e of technical information. This polley is aimed to foster c.uch disseminatinn and exchange in general accordance with the practicca cnd custans in inter-national scientific and technical communication. The Contractor agrees to call the provisions of this paragraph (c) o the attention of such of its employees under this contract as may be appropriate and use its best ef forts to ensure the provisions of this paragraph (c) apply to transmittal to Soviet. Bloc that nations [as defined in subp.tragraph (1) below] by the Contractor and its employees of unclassified and nonprivileged published and unpublished technical such information materials developed in the course of the contract work.
information materials include technical documents, reports, drawings, letters, memoranda, reprints, preprints, photographs, films, notes, etc.
(1) Definitions,
" Soviet-Bloc nations" means the countries listed in paragraph (b)(1) a.
above, the embassies, consulates and agencies of such countries, and individuals and organizations residing in such countries.
" Published Information" means the following unclassified naccrial b.
originated in the course of the contract work:
( L) Material availeble to the public by purchase or without cost on an unrestricted basAs; (ii) Reprints, preprints, and page proofs of journal articles; (iii) Material f reely available to the public from the NRC depository libraries; and (iv) Material available through the Technical Information Center, Oak Ridge, Tennessee (including internal and informal reports, drawings, diagrams, photographs and other illustrated data),
" Unpublished information" refers to unclassified technical infcrma-tion originated in the course of the contract work but not available c.
as described in b. abova, e.g.:
(t) Communications replying to requests for technical information; l
(ii) Manuscripts of articlus prepared for journal publicatten l
i that have not reached the preprint or page proof stage; and (iii) Research materials for study, such as exposed nuclear j
emulsions, cloud or bubble chamber photographs.
(2) Procedures for unclassified unoublished recorts.
Requests from Soviet-Bloc nations may be filled by recipients a.
of the request provided the information is available to (
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requesters in the United States.
(In the case of materials such as emulsions irradiated in U.S. machines which cannot be reproduced, similar or equivalent services or items shall be made available to U.S. requesters.) When appropriate, equally valuable information will be requested in return.
One (1) copy of all unpublished reports transmitted shall be b.
forwarded to the Contracting Officer.
Unusual requests from Sovict-Bloc nations or Unu=ual requests.
(3) request from Soviet-Bloc nations for unpublished reports or physical materials and services which cannot be handled in accordance with f orth in (2) above should be referred to the Commission.
procedures set The referral shculd be accompanied by a recommendation for dis-position (pref erably in the form of a proposed reply), and, where practicable, copies or a listing of materials which might be provided to fill the request. Examples of such requests are:
Requests for large collections of documents not readily avail-a.
able to the reci ient of the request; T
Requests for complete end detailed design information on major b.
equipment such as reactors and accelerators; and Official correspondence from any Soviet-Bloc government.
c.
Technical information received from Soviet-Bloc nations which is (4) considered to be of interest to the Commission or its contractors and which is not generally a-rallable shall be forwarded to the Technical Information Center, Oak Ridge, Tennessee, with appropriate comment, for reproduction and distribution.
Technical information desired from Soviet-Bloc nations which cannot (5) be obtained by request may be reported co the Technical Information suggestion or Center, Oak Ridge, Tennessee, with appropriate comment, request for assistance.
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" TOP WORK ORDER (a)
Tne Contraction Of ficer may, at any t!w. by writ ten oriter to the wur) the Contractor, require the Contractor to stop all, or any part, of called for by this contract for a period of ninety (90) days af ter the order is delivered to the Contractor, and for any further period at whicn Any such order shall be specifically identified as a the parties may agree.
Stop Work Order issued pursuant to this clause. Upon receipt of such an order, the Contractor shall forthwith comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the Within a work covered by the order during the period of work stoppage.
period of ninety (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 Contractor Officer shall either:
(i) cancel the stop work order, or terminate the work covered by such order as provided (ii) in the " Default" or the " Termination for Convenience" clause of this contract.
(b) If a stop work order issued under this clausa is canceled or the period of the order or any extension thereof expires, the Contractor An equitable adjustment shall be made in the delivery shall resume work.
schedule, the estimated cost, the fee, or a combination thereof, 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 (ii) the Contractor asserts a claim for such adjustment within thirty (30) days after the end of the period of work stoppage; provided that, if the Contracting Officer decides the facts justify such action, he may receive and act upon any such claim asserted at any time prior to final payment under this contract.
l (c)
If a stop work order is not canceled and the work covered by such order is tenninated for the convenience of the Government, the l
reasonable costs resulting from tha stop work order shall be allowed in arriving at the termination settlement.
(d) If a stop work order is not cancelled and the work covered by such order is terminated for default, the reasonable costs resulting from the stop work order shall be allowed by equitable adjustment or otherwise.
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55.
PUBLICATION AND PUBLICITY Unless otherwise specified in this contract, the Contractor is encouraged to publish and make available through accepted channels tne results of its work under this contract. The Contrac*.or shall submit a copy of each article or other information to the Project Officer orior to publication
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or dissemination for public use.
If the article or other Ihfirmation is subsequently modified or altered in any manner, the Contractor shall promptly notify the Project Officer and furnish him/her a copy of the article or other information as finally submitted for publication or c'i s semi na tion.
The Contractor shall acknowiedge the support of the U. S. Nuclear Regulatory Commission whenever publicizing the work under this contract in any media. To effectuate the foregoing, the Contractor shall include in any publication resulting from work performed under this contract an acknowledgement substantially as follows:
"The work upon which this publication is based was performed pursuant to Contract (irsert number) with the (insert name of constituent agency), U. S. Nuclear Regulatory Consnission."
Either Clause No. 56 entitled " Dissemination of Contract Information" or Clause No. 55 is for application out net both.
In ene aosence of a clear delineation, Clause No. 55 applies.
56.
DISSEMINATION OF CONTRACT INFORMATION The Contractor shall not publish, permit to be published, or distribute for public consumption, any information, oral or written, concerning the results of conclusions made pursuant to the performance of this contract, without the prior written consent of the Centracting Officer.
(Two copies of any material proposed to be published or distributed shall be submitted to the Contracting Officer.) Failure to ccmply with this clause shall be grounds for termination of this contract.
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37.
WORX FOR OTHERS Nctwithst:ncing any otner provision of this contract, during the tarm of this centract, the contractor agrees to forego entering into con:uit:r.g or other contractual arrangements with any firm.or organization, the result of which may give rise to an actual or apparent conflict of interest with respect to the work being per6crmed under this contract.
The contractor shall insure that all employees designated as key personnel if any, under this contract abide by the provisions of this clause.
If the contractor believes with respect to itself or any such emoloyee that any procosed consultant or other contractual arrargement with any firm or organization may involve a possible conflict of interest, the contractor shall obtain the written approval of the Contracting Officer prior to execution of such contractual arrangement.
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