LIST OF BASIC AGREEMENTS PERTAINING TO RESEARCH AND DEVELOPMENT

• Document Type: CREST
• Collection: General CIA Records
• Document Number (FOIA) /ESDN (CREST): CIA-RDP92G00017R000600260001-3
• Release Decision: RIPPUB
• Original Classification: K
• Document Page Count: 49
• Document Creation Date: December 23, 2016
• Document Release Date: December 30, 2013
• Sequence Number: 1
• Publication Date: August 10, 1989
• Content Type: MEMO

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STAT
STAT
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ROUTING AND TRANSMITTAL SLIP
Data
23 August 1989
TO: (Name, office symbol, room number,
building, Agency/Post)
I. DIRECTOR OF LOGISTICS
Initials
Date
2.
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3. )
4. -
&
Action
File
Note and Return
Approval
For Clearance
Per Conversation
As Requested
For Correction
Prepare Reply
Circulate
For Your Information
See Me
Comment
Investigate
Signature
Coordination
Justify
REMARKS
#1. FOR ACTION
Please respond directly.
SUSPENSE: NO LATER THAN 30 SEPTEMBER 1989.
DO NOT use this form as a RECORD of approvals, concurrences, disposals,
clearances, and similar actions
STPICE
.447-
1-102
EXA/DDA
Room No.?Bldg.
Phone No.
ROUTING AND TRANSMITTAL SLIP
Data
23 August 1989
TO: (Name, office symbol, room number,
building, Agency/Post)
1. 'DIRECTOR FINANCIAL MANAGEMENT
Initials
Date
2.
3.
4.
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Action
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Note and Return
Approval
For Clearance
Per Conversation
As Requested
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Coordination
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REMARKS
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TO:
EXECUTIVE SECRETARIAT
ROUTING SLIP
ACTION
INFO
DATE
INITIAL
1
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15
D/PERS
16
D/Ex Staff
17
18
19
20
21
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SUSPENSE
Remarks
ER 89-1219/2
3637 (10-81)
VAMP
Execuf Secretary
21 Aug '89
Date
niFEISTRY,
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Office of Acquisition Policy 414-4?11471160,00,0't
Washington, DC 20405
AUG 1 0 1989
ER 89-1219/2
CIVILIAN AGENCY ACQUISITION COUNCIL LETTER NO. 89-7
TO: Civilian Agencies Other than NASA
SUBJECT: List of Basic Agreements Pertaining to Research and
Development (R&D)
In order to promote the goals stated in FAR 35.015(b), we will.
publish,an updated list of basic agreements with educational
institutions and nonprofit organizations pertaining to R&D.
As required by FAR 35.015(b)(3), please submit to the FAR
Secretariat not later than September 30, 1989, a list of your
basic agreements that fall into the above category.
Your agency's list should be sent to the following address:
General Services Administration
Attn: FAR Secretariat (VRS)
18th & F Streets, NW
Room 4041
Washington, DC 20405
RY S. ROSINSKI
ing Chairman,
vilian Agency Acquisition Council
cc: Acting Director, DARC
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EXECUTIVE SECRETARIAT
ROUTING SLIP
ACTION
INFO
DATE
INITIAL
1
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2
DDCI
3
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5
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12
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15
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16
D/Ex Staff
17
18
19
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21
22
SUSPENSE
Dote
Remarks
ER g9-1219
3637 (10-81)
Execu lye Secretary
3 Apr '89
Date
ROUTING AND TRANSMITTAL SLIP
Date
4 APRIL 1989
TO: (Name, office symbol, room number,
building, Agency/Post)
1. DIRECTOR OF FINANCIAL MANAGEMENT
Initials
Date
2.
3.
4.
5.
Action
File
Note and Return
Approval
For Clearance
Per Conversation
As Requested
For Correction
Prepare Reply
Circulate
For Your Information
See Me
Comment
Investigate
Signature
Coordination
Justify
REMARKS
FYI
DO NOT use this form as a RECORD of approvals, concurrences, disposals,
clearances, and similar actions
M: Name, or? symbol, Agency/Post)
1 Room No.?Bldg.
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ExAIDDV RESSTRY
HILL? e /76
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General Services Administration
Office of Acquisition Policy
Washington, DC 20405
MAR 2 3 1989
ER 89-12,19
DIAIRE6 -
LOGO
CIVILIAN AGENCY ACQUISITION COUNCIL LETTER NO. 89-3
TO: Civilian Agencies, Other Than NASA
SUBJECT: Prompt Payment
Public Law 100-496, the Prompt Payment Act Amendments of 1988,
established statutory implementation deadlines.
Implementation of the 1988 amendments in the Federal Acquisition
Regulation (FAR) has been concurred in by the Civilian Agency
Acquisition Council (CAAC) and the Defense Acquisition Regulatory
Council (DARC).
Although the FAR issuing agencies have not yet given final
approval to the rule, we are issuing the rule for information
purposes to provide you with as much time as possible to comply
with the statutory requirements. We recommend that it be
distributed to your contracting activities for their information
pending approval and publication of the final rule in the Federal
Register and the distribution of the Federal Acquisition Circular.
The Act provides that these changes must apply to contracts
awarded, contracts renewed, and contract options exercised after
March 31, 1989. Major policy changes required by the Act include
elimination of payment grace periods, creation of a standard 14
day payment period for progress payments on construction contracts
and establishment of required flowdown provisions on construction
contracts.
ARRY S. IOSINKI
Act iJri Chairman
Civilian Agency
Acquisition Council
Enclosure
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[BILLING CODE 6820-JC]
DEPARTMENT OF DEFENSE
GENERAL SERVICES ADMINISTRATION
NATIONAL AERONAUTICS AND SPACE ADMINISTRATION
48 CFR Parts 1, 19, 32,and 52
[Federal Acquisition Circular 84-45]
Federal Acquisition Regulation (FAR); Prompt Pay
AGENCIES: Department of Defense (DoD), General Services
Administration (GSA), and National Aeronautics and Space
Administration (NASA).
ACTION: Final rule.
SUMMARY: Federal Acquisition Circular (FAC) 84-45 amends the
Federal Acquisition Regulation (FAR) with respect to the
following: Prompt Pay .
DATES: Effective date: April 1, 1989, for contracts awarded,
contracts renewed, and options exercised on or after that date.
FOR FURTHER INFORMATION CONTACT: Margaret A. Willis, FAR
Secretariat, Room 4041, GS Building, Washington, DC 20405, (202)
523-4755.
SUPPLEMENTARY INFORMATION:
A. Background.
FAC 84-45, Item I. Pub. L. 100-496, the Prompt Payment Act
Amendments of 1988, significantly changes the bill paying
practices of the Federal Government. The law provides that these
changes apply to contracts awarded, contracts renewed, and
contract options exercised after March 31, 1989. This final rule
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contains changes to the Federal Acquisition Regulation to
incorporate the required revisions. These revisions include (1)
elimination of the 15-day grace period during which the Government
was entitled to make invoice payments without incurring interest
penalties; (2) establishment of an additional penalty if a
contractor is not paid an interest penalty owed by the Government;
(3) establishment of a 15-day payment period for contracts
providing for "fast payment" procedures; (4) a requirement that
construction contract progress payments generally be paid within
14 days; and (5) a requirement for specific provisions to be
included in construction subcontracts.
B. Regulatory Flexibility Act.
FAC 84-45, Item I. The proposed rule published in the Federal
Register on December 30, 1988 (53 FR 53364) contained an Initial
Regulatory Flexibility Analysis. A Final Regulatory Flexibility
Analysis has been prepared and is on file in the FAR Secretariat.
The Final Analysis will be submitted to the Chief Counsel for
Advocacy, Small Business Administration
C. Paperwork Reduction Act.
FAC 84-45, Item I. The information collection requirements in
this rule have been approved by the Office of Management and
Budget (OMB) as required by 44 U.S.C. 3501, et seq., under OMB
Control Number 9000-0102.
FAC 84-45, Item I. On December 30, 1988, a proposed rule was
published in the Federal Register (53 FR 53364). The comments
that were received from 51 individuals and organizations were
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considered by the Councils and a number of changes were made in
the development of this final rule.
List of Subjects in 48 CFR Parts 1, 19, 32, and 52
Government procurement.
Dated:
HARRY S. ROSINSKI
Acting Director
Office of Federal Acquisition
and Regulatory Policy
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Federal Acquisition Circular (FAC) 84-45 amends the Federal
Acquisition Regulation (FAR) as specified below:
ITEM I--PROMPT PAYMENT
FAR 1.105, Subparts 19.2 and 32.9, and the clauses at
52.232-5, 52.232-8, and 52.232-25 are revised and the clauses at
52.232-26, 52.232-27, and 52.232-28 are added to change the bill
paying practices of the Federal Government. These revisions
eliminate the 15-day grace period during which the Government is
entitled to make invoice payments without incurring interest
penalties, establish an additional penalty if a contractor is not
paid an interest penalty owed by the Government, establish a 15-
day payment period for contracts providing for "fast payment"
procedures, require that construction contract progress payments
generally be paid within 14 days, and require that construction
contractors substantiate the amount of their progress payment
request and certify the request. These changes apply to contracts
awarded, contracts renewed, and contract options exercised after
March 31, 1989.
Therefore, 48 CFR Parts 1, 19, 32, and 52 are amended as set
forth below:
1. The authority citation for 48 CFR Parts 1, 19, 32, and 52
continues to read as follows:
Authority: 40 U.S.C. 486(c); 10 U.S.C. Chapter 137; and 42
U.S.C. 2473(c).
PART 1--FEDERAL ACQUISITION REGULATIONS SYSTEM
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2. Section 1.105 is amended by adding in numerical order two
FAR segments and corresponding OMB Control numbers to read as
follows:
1.105 OMB approval under the Paperwork Reduction Act.
FAR segment
32.9
52.232-27
* * * * *
PART 19?SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS CONCERNS
3. Section 19.201 is amended by redesignating paragraphs
(c)(5), (6), and (7) as (c)(6). (7), and (8) and by adding a new
paragraph (c)(5) to read as follows:
19.201 General policy.
* * * * *
(c) *
OMB Control Number
9000-0102
9000-0102
(5) Assist small business concerns to obtain payments,
late payment interest penalties, or information, in conformity
with chapter 39 of Title 31, United States Code.
PART 32--CONTRACT FINANCING
4. Section 32.900 is amended to read as follows:
32.900 Scope of subpart.
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This subpart prescribes policies, procedures, and clauses for
implementing Office of Management and Budget (OMB) Circular A-125,
"Prompt Payment."
5. Section 32.901 is amended to read as follows:
32.901 Applicability.
This subpart applies to all Government contracts (including
small purchases as defined in Subpart 13.1), except for contracts
where payment terms and late payment penalties have been
established by other governmental authority (e.g., tariffs). The
interest penalty provisions of this subpart do not apply to
contracts awarded to foreign vendors outside the United States for
work performed outside the United States.
6. Section 32.902 is amended by revising the definitions,
"Contract financing payment", "Designated billing office",
"Discount for prompt payment", "Due date", and "Proper invoice" to
read as follows:
32.902 Definitions.
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"Contract financing payment," as used in this subpart, means a
Government disbursement of monies to a contractor under a contract
clause or other authorization prior to acceptance of supplies or
services by the Government. Contract financing payments include
advance payments, progress payments based on cost under the clause
at 52.232-16, Progress Payments, progress payments based on a
percentage or stage of completion (see 32.102(e)(1)) other than
those made under the clause at 52.232-5, Payments Under Fixed-
Price Construction Contracts or the clause at 52.232-10, Payments
Under Fixed-Price Architect-Engineer Contracts, and interim
payments on cost-type contracts. Contract financing payments do
not include invoice payments or payments for partial deliveries.
"Designated billing office," as used in this subpart, means
the office or person designated in the contract where the
contractor first submits invoices and contract financing requests.
This might be the Government disbursing office, contract
administration office, office accepting the supplies delivered or
services performed by the contractor, contract audit office, or a
nongovernmental agent. In some cases, different offices might be
designated to receive invoices and contract financing requests.
"Discount for prompt payment" means an invoice payment
reduction voluntarily offered by the contractor, in conjunction
with the clause at 52.232-8, Discounts for Prompt Payment, if
payment is made by the Government prior to the due date. The due
date is calculated from the date of the contractor's invoice.
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"Due date" means the date on which payment should be made.
* * * * *
"Proper invoice" means a bill or written request for payment
which meets the minimum standards specified in the clauses at
52.232-25, Prompt Payment, 52.232-26, Prompt Payment for Fixed-
Price Architect-Engineer Contracts, or 52.232-27, Prompt Payment
for Construction Contracts (also see 32.905(e)), and other terms
and conditions contained in the contract for invoice submission.
* * * * *
7. Section 32.903 is revised to read as follows:
32.903 Policy.
All solicitations and contracts subject to this subpart shall
specify payment procedures, payment due dates, and interest
penalties for late invoice payment. Invoice payments and contract
financing payments will be made by the Government as close as
possible to (or earlier as determined by the Agency head to be
necessary on a case-by-case basis), but not later than the due
dates specified in the contract by incorporation of the clauses at
52.232-25, Prompt Payment, 52.232-26, Prompt Payment for Fixed-
Price Architect-Engineer Contracts, or 52.232-27, Prompt Payment
for Construction Contracts. Payment will be based on receipt of a
proper invoice or contract financing request and satisfactory
contract performance. Agency procedures shall ensure that, when
specifying due dates, full consideration is given to the time
reasonably required by Government officials to fulfill their
administrative responsibilities under the contract. Checks will be
mailed and electronic funds transfers will be transmitted on or
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about the same day the payment action is dated. When appropriate,
Government contracts should allow the contractor to be paid for
partial deliveries that have been accepted by the Government (see
32.102(d)). Discounts for prompt payment offered by the contractor
shall be taken only when payments are made within the discount
period specified by the contractor. Agencies shall pay an interest
penalty, without request from the contractor, for late invoice
payments or improperly taken discounts for prompt payment. The
interest penalty shall be absorbed within funds available for
administration or operation of the program for which the penalty
was incurred. The temporary unavailability of funds to make a
timely payment does not relieve the obligation to pay interest
penalties. For contracts awarded after October 1, 1989, if the
interest penalty is not paid within 10 days after it is due and
the contractor makes a written demand for payment within 40 days
after payment of the principal amount due, agencies shall pay an
additional penalty amount, which shall be calculated in accordance
with regulations issued by the Office of Management and Budget.
8. Section 32.905 is revised to read as follows:
32.905 Invoice payments.
(a) Except as prescribed in 32.905(b), 32.905(c), and
32.905(d), the due date for making an invoice payment by the
designated payment office shall be:
(1) The 30th day after the designated billing office has
received a proper invoice from the contractor; or the 30th day
after Government acceptance of supplies delivered or services
performed by the contractor, whichever is later.
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(i) On a final invoice where the payment amount is
subject to contract settlement actions, acceptance shall be deemed
to have occurred on the effective date of the contract settlement.
(ii) For the sole purpose of computing an interest
penalty that might be due the contractor, Government acceptance
shall be deemed to have occurred constructively on the 7th day
after the contractor has delivered supplies or performed services
in accordance with the terms and conditions of the contract,
unless there is a disagreement over quantity, quality, or
contractor compliance with a contract requirement. In the event
that actual acceptance occurs within the constructive acceptance
period, the determination of an interest penalty shall be based on
the actual date of acceptance. The constructive acceptance
requirement does not, however, compel Government officials to
accept supplies or services, perform contract administration
functions, or make payment prior to fulfilling their
responsibilities. Except in the case of a contract for the
procurement of a brand name commercial item for authorized resale
(e.g., commissary items), the contracting officer may specify a
longer period for constructive acceptance in the solicitation and
resulting contract, if required to afford the Government a
reasonable opportunity to inspect and test the property furnished
or to evaluate the services performed. The contract file shall
indicate the justification for extending the constructive
acceptance period beyond 7 days.
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(iii) If the contract does not require submission of
an invoice for payment (e.g., periodic lease payments), the due
date will be as specified in the contract.
(2) However, if the designated billing office fails to.
annotate the invoice with the actual date of receipt of the
invoice, the invoice payment due date shall be deemed to be the
30th day after the date the contractor's invoice is dated,
provided a proper invoice is received and there is no disagreement
over quantity, quality, or contractor compliance with contract
requirements.
(b) The due date for -making payments on contracts that contain
the clause at 52.232-10, Payments Under Fixed-Price Architect-
Engineer Contracts, shall be as follows:
(1) The due date for work or services completed by the
contractor shall be the later of the following two events:
(i) The 30th day after the designated billing office
has received a proper invoice from the contractor.
(ii) The 30th day after Government acceptanceof the
work or services completed by the contractor. On a final invoice
where the payment amount is subject to contract settlement actions
(e.g., release of claims), acceptance shall be deemed to have
occurred on the effective date of the settlement. For the sole
purpose of computing an interest penalty that might be due the
contractor, Government acceptance shall be deemed to have occurred
constructively on the 7th day after the contractor has completed
the work or services in accordance with the terms and conditions
of the contract (see also 32.905(b)(4)). In the event that actual
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acceptance occurs within the constructive acceptance period, the
determination of an interest penalty shall be based on the actual
date of acceptance.
(2) The due date for progress payments shall be the 30th
day after Government approval of contractor estimates of work or
services accomplished. For the sole purpose of computing an
interest penalty that might be due the contractor, Government
approval shall be deemed to have occurred constructively on the
7th day after contractor estimates have been received by the
designated billing office (see also 32.905(b)(4)). In the event
that actual approval occurs within the constructive approval
period, the determination of an interest penalty shall be based on
the actual date of approval.
(3) However, if the designated billing office fails to
annotate the invoice or payment request with the actual date of
receipt, the payment due date shall be the 30th day after the date
the contractor's invoice or payment request is dated, provided a
proper invoice or payment request is received and there is no
disagreement over quantity, quality, or contractor compliance with
contract requirements.
(4) The constructive acceptance and constructive approval
requirements described in 32.905(b)(1) and (b)(2) are conditioned
upon receipt of a proper payment request and no disagreement over
quantity, quality, contractor compliance with contract
requirements, or the requested progress payment amount. These
requirements do not compel Government officials to accept work or
services, approve contractor estimates, perform contract
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administration functions, or make payment prior to fulfilling
their responsibilities. The contracting officer may specify a
longer period for constructive acceptance or constructive
approval, if required to afford the Government a reasonable
opportunity to inspect and .test the property furnished or to
evaluate the services performed.
(c) The due date for making payments on construction
contracts shall be as follows:
(1) The due date for making progress payments based on
contracting officer approval of the estimated amount and value
of
work or services performed, including payments for reaching
milestones in any project, shall be 14 days after receipt of a
proper payment request by the designated billing office. However,
if the designated billing office fails to annotate the payment
request with the actual date of receipt, the payment due date
shall be deemed to be the 14th day after the date the contractor's
payment request is dated, provided a proper payment request is
received and there is no disagreement over quantity, quality, or
contractor compliance
officer may specify a
resulting contract if
reasonable opportunity
with contract requirements. The contracting
longer period in the solicitation and
required to afford the Government a
to adequately inspect the work and to
determine the adequacy of the contractor's performance under the
contract. The contract file shall indicate the justification for
extending the due date beyond 14 days. The contracting officer or
his representative shall not approve progress payment requests
unless the certification and substantiation of amounts requested
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are provided as required by the clause at 52.232-5, Payments Under
Fixed-Price Construction Contracts.
(2) The due date for payment of any amounts retained by the
contracting officer in accordance with the clause at 52.232-5,
Payments Under Fixed-Price Construction Contracts, shall be as
specified in the contract or, if not specified, 30 days after
approval by the contracting officer for release to the contractor.
This release of retained amounts shall be based on the contracting
officer's determination that satisfactory progress has been made.
(3) The due date for final payments based on completion and
acceptance of all work (including any retained amounts), and
payments for partial deliveries that have been accepted by the
Government (e.g., each separate building, public work, or other
division of the contract for which the price is stated separately
in the contract) shall be as follows:
(i) Either the 30th day after receipt by the designated
billing office of a proper invoice from the contractor, or the
30th day after Government acceptance of the work or services
completed by the contractor, whichever is later. However, if the
designated billing office fails to annotate the invoice with the
actual date of receipt, the invoice payment due date shall be
deemed to be the 30th day after the date the contractor's invoice
is dated, provided a proper invoice is received and there is no
disagreement over quantity, quality, or contractor compliance with
contract requirements.
(ii) On a final invoice where the payment amount is
subject to contract settlement actions (e.g., release of
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contractor claims), acceptance shall be deemed to have occurred on
the effective date of the contract settlement.
(4) For the sole purpose of computing an interest penalty
that might be due the contractor for payments described in
subdivision (c)(3)(i) of this section, Government acceptance or
approval shall be deemed to have occurred constructively on the
7th day after the contractor has completed the work or services in
accordance with the terms and conditions of the contract (see also
32.905(c)(5)). In the event that actual acceptance occurs within
the constructive acceptance period, the determination of an
interest penalty shall be based on the actual date of acceptance.
(5) The constructive acceptance and constructive approval
requirements described in subparagraph (c)(4) of this section are
conditioned upon receipt of a proper payment request and no
disagreement over quantity, quality, contractor compliance with
contract requirements, or the requested amount. These requirements
do not compel Government officials to accept work or services,
approve contractor estimates, perform contract administration
functions, or make payment prior to fulfilling their
responsibilities. The contracting officer may specify a longer
period for constructive acceptance or constructive approval in the
solicitation and resulting contract, if required to afford the
Government a reasonable opportunity to adequately inspect the work
and to determine the adequacy of the contractor's performance
under the contract.
(d) The payment terms on contracts for meat and meat food
products, contracts for perishable agricultural commodities, and
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contracts for dairy products, edible fats or oils, and food
products prepared from edible fats or oils are as follows:
(1) The due date on contractor invoices for meat or meat
food products, as defined in section 2(a)(3) of the Packers and
Stockyard Act of 1921 (7 U.S.C. 182(3)), as further defined in
Pub. L. 98-181, including any edible fresh or frozen poultry meat,
any perishable poultry meat food product, fresh eggs, and any
perishable egg product, will be as close as possible to, but not
later than, the seventh day after product delivery.
(2) The due date on contractor invoices for perishable
agricultural commodities, as defined in section 1(4) of the
Perishable Agricultural Commodities Act of 1930 (7 U.S.C.
499a(4)), will be as close as possible to, but not later than, the
tenth day after product delivery, unless another date is specified
in the contract.
(3) The due date on contractor invoices for dairy products
(as defined in section 111(e) of the Dairy Production
Stabilization Act of 1983 (7 U.S.C. 4502(e)), edible fats or oils,
and food products prepared from edible fats or oils, will be as
close as possible to, but not later than, the tenth day after the
date on which a proper invoice has been received.
(e) A proper invoice must include the items listed in
subparagraphs (e)(1) through (e)(8) of this section. If the
invoice does not comply with these requirements, then the
contractor must be notified of the defect within 7 days (3 days on
contracts for meat and meat food products, and 5 days on contracts
for perishable agricultural commodities, dairy products, edible
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fats or oils, and food products prepared from edible fats or oils)
after receipt of the invoice at the designated billing office. The
reason that the invoice is not a proper invoice must be specified.
If such notice is not timely, then an adjusted due date for the
purpose of determining an interest penalty, if any, will be
established in accordance with 32.907-1(b):
(1) Name and address of the contractor.
(2) Invoice date.
(3) Contract number or other authorization for supplies
delivered or services performed (including order number and
contract line item number).
(4) Description, quantity, unit of measure, unit price,
and extended price of supplies delivered or services performed.
(5) Shipping and payment terms (e.g., shipment number and
date of shipment, prompt payment discount terms). Bill of lading
number and weight of shipment will be shown for shipments on
Government bills of lading.
(6) Name and address of contractor official to whom
payment is to be sent (must be the same as that in the contract or
on a proper notice of assignment).
(7) Name (where practicable), title, phone number, and
mailing address of person to be notified in event of a defective
invoice.
(8) Any other information or documentation required by
the contract (such as evidence of shipment).
(f) All invoice payments shall be supported by a receiving
report or any other Government documentation authorizing payment.
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The receiving report or other Government documentation should be
forwarded to the designated payment office by the 5th working day
after Government acceptance or approval, unless other arrangements
have been made. This period of time does not extend the due dates
prescribed in 32.905. Acceptance should be completed as
expeditiously as possible. The receivingreport or other
Government documentation authorizing payment shall, as a minimum,
include the following:
(1) Contract number or other authorization for supplies
delivered or services performed.
(2) Description of supplies delivered or services
performed.
(3) Quantities of supplies received and accepted, if
applicable.
(4) Date supplies delivered or services performed.
(5) Date supplies or services were accepted by the
designated Government official (or progress payment request was
approved if being made under the clause at 52.232-5, Payments
Under Fixed-Price Construction Contracts, or the clause at
52.232-10, Payments Under Fixed-Price Architect-Engineer
Contracts).
(6) Signature printed name, title, mailing address, and
telephone number of the designated Government official responsible
for acceptance or approval functions.
(7) If the contract provides for the use of certified
invoices in lieu of a separate receiving report, the certified
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invoice must also contain the information described in
subparagraphs (f)(1) through (f) (6) of this section.
(g) When a discount for prompt payment is to be taken,
payment will be made as close as possible to, but not later than,
the end of the discount period. Payment terms are specified in
the clause at 52.232-8, Discounts for Prompt Payment.
(h) The designated billing office shall immediately annotate
each invoice with the actual date it receives the invoice.
(i) The designated payment office shall annotate each invoice
and receiving report with the date a proper invoice was received
by the designated payment office.
9. Section 32.907-1 is amended by revising paragraphs (a) (4),
(b), (c), (d), and by adding paragraph (g) to read as follows:
32.907-1 Late invoice payment.
(a) *
(4) The designated payment office paid the contractor after
the due date.
(b) The interest penalty computation shall not include (1)
the time taken by the Government to notify the contractor of a
defective invoice, unless it exceeds the periods prescribed in
32.905(e), or (2) the time taken by the contractor to correct the
invoice. If the designated billing office failed to notify the
contractor of a defective invoice within the periods prescribed in
32.905(e), then the due date on the corrected invoice will be
adjusted by subtracting the number of days taken beyond the
prescribed notification of defects period from the payment due
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date. Any interest penalty owed the contractor will be based on
this adjusted due date.
(c) An interest penalty shall be paid automatically by the
designated payment office, without request from the contractor, if
a discount for prompt payment is taken improperly. The interest
penalty shall be calculated on the amount of discount taken for
the period beginning with the first day after the end of the
discount period through the date when the contractor is paid.
(d) The interest penalty shall be at the rate established by
the Secretary of the Treasury under section 12 of the Contract
Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day
after the due date, except where the interest penalty is
prescribed by other governmental authority (e.g., tariffs) The
rate in effect on the day after the due date shall remain fixed
during the period for which an interest penalty is calculated.
This rate is referred to as the "Renegotiation Board Interest
Rate," and it is published in the Federal Register semiannually on
or about January 1 and July 1. The interest penalty will accrue
daily on the invoice payment amount approved by the Government and
be compounded in 30-day increments inclusive from the first day
after the due date through the payment date. That is, interest
accrued at the end of any 30-day period will be added to the
approved invoice payment amount and be subject to interest
penalties if not paid in the succeeding 30-day period. The
interest penalty amount, interest rate and the period for which
the interest penalty was computed, will be separately stated by
the designated payment office on the check, in accompanying
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remittance advice, or, in the case of wire transfers, by an
appropriate electronic data message accompanying the wire
transfer. Adjustments will be made by the designated payment
office for errors in calculating interest penalties, if requested
by the contractor.
(g) For contracts awarded on or after October 1, 1989, a
penalty amount (calculated in accordance with regulations issued
by the Office of Management and Budget) shall be paid, in addition
to the interest penalty amount, if the contractor--
(1) Is owed an interest penalty;
(2) Is not paid the interest penalty within 10 days after
the date the invoice amount is paid; and
(3) Makes a written demand that the agency pay such a
penalty not later than 40 days after the date the invoice amount
is paid.
10. Section 32.908 is revised to read as follows:
32.908 Contract clauses.
(a) If the solicitation or contract contains the clause at
52.232-10, Payments Under Fixed-Price Architect-Engineer
Contracts, the contracting officer shall insert the clause at
52.232-26, Prompt Payment for Fixed-Price Architect-Engineer
Contracts.
(b) The contracting officer shall insert the clause at
52.232-27, Prompt Payment for Construction Contracts, in all
solicitations and contracts for construction (see Part 36).
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(c) The contracting officer shall insert the clause at
52.232-25, Prompt Payment, in all other solicitations and
contracts (including small purchases as defined in Subpart 13.1),
except as indicated in 32.901.
(d) If payment may be made by electronic funds transfer, the
contracting officer shall insert the clause at 52.232-28,
Electronic Funds Transfer Payment Methods, in solicitations and
contracts.
11. Section 32.909 is amended by adding a fourth sentence to
read as follows:
32.909 Contractor inquiries.
* * * Small business concerns may obtain additional
assistance related to payment issues, late payment interest
penalties, and information on the Prompt Payment Act, by
contacting the Agency's local representative from the Office of
Small and Disadvantaged Business Utilization.
PART 52?SOLICITATION PROVISIONS AND CONTRACT CLAUSES
14. Section 52.232-5 is amended by removing in the title of
the clause the date "(AUG 1987)" and inserting in its place the
date "(APR 1989)"; by revising the second sentence in paragraph
(b) of the clause; by redesignating in the clause paragraphs (c),
(d), (e), (f), (g), as (e), (f), (g), (h), and (i), and removing
in the second sentence of the new paragraph (g) the reference
"paragraph (c)" and inserting in its place "paragraph (e)"; and by
adding new paragraphs (c) and (d) to read as follows:
52.232-5 Payments under Fixed-Price Construction Contracts.
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(b) * * The Contractor shall furnish a breakdown of
the total contract price showing the amount included therein for
each principal category of the work, which shall substantiate the
payment amount requested in order to provide a basis for
determining progress payments, ,in such detail as requested by the
Contracting Officer. *
(c) Along with each request for progress payments, the
contractor shall furnish the following certification, or payment
shall not be made:
I hereby certify, to the best of my knowledge and belief,
that--
(1) The amounts requested are only for performance in
accordance with the specifications, terms, and conditions of the
contract; -
(2) Payments to subcontractors and suppliers have been made
from previous payments received under the contract, and timely
payments will be made from the proceeds of the payment covered by
this certification, in accordance with subcontract agreements and
the requirements of chapter 39 of Title 31, United States Code;
and
(3) This request for progress payments does not include any
amounts which the prime contractor intends to withhold or retain
from a subcontractor or supplier in accordance with the terms and
conditions of the subcontract.
(Name)
(Title)
(Date)
(d) If the Contractor, after making a certified request for
progress payments, discovers that a portion or all of such request
constitutes a payment for performance by the Contractor that fails
to conform to the specifications, terms, and conditions of this
contract (hereinafter referred to as the "unearned amount"), the
Contractor shall--
(1) Notify the Contracting Officer of such performance
deficiency; and
(2) Be obligated to pay the Government an amount (computed
by the Contracting Officer in the manner provided in 31 U.S.0
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3903(c)(1)) equal to interest on the unearned amount from the date
of receipt of the unearned amount until--
(i) The date the Contractor notifies the Contracting
Officer that the performance deficiency has been corrected; or
(ii) The date the Contractor reduces the amount of any
subsequent certified request for progress payments by an amount
equal to the unearned amount.
(g) In making these progress payments, the Government shall,
upon request, reimburse the Contractor for the amount of premiums
paid for performance and payment bonds (including coinsurance and
reinsurance agreements, when applicable) after the Contractor has
furnished evidence of full payment to the surety. The retainage
provisions in paragraph (e) of this clause shall not apply to that
portion of progress payments attributable to bond premiums.
15. Section 52.232-8 is amended by removing in the title of
the clause the date "(JUL 1985)" and inserting in its place "(APR
1989)"; and by revising paragraph (b) of the clause to read as
follows:
52.232-8 Discounts for Prompt Payment.
* * * * *
(b) In connection with any discount offered for prompt
payment, time shall be computed from the date of the invoice. For
the purpose of computing the discount earned, payment shall be
considered to have been made on the date which appears on the
payment check or the date on which an electronic funds transfer
was made.
* * * * *
16. Section 52.232-25 is amended by revising the introductory
text of the section, the introductory text of paragraph (a) of the
section and of the clause; by removing in the title of the clause
the date "(FEB 1988)" and inserting in its place "(APR 1989)"; by
revising paragraphs (a)(2), (a)(2)(ii), (a)(3), (a)(3)(i), and
(a)(3)(iii), the fourth sentence in paragraph (a)(4), the
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introductory text of paragraph (a)(5), and the first sentence of
paragraph (a)(6); by revising in the fifth sentence in paragraph
(a)(6) the words "paragraph (a)(4)" to read "subparagraph (a)(4);
by revising paragraphs (a)(6)(i), (a)(6)(ii)(A), (a)(6)(iii),
(a)(6)(iv), and (a)(7); and by adding paragraphs (a)(8) and (c) to
read as follows:
52.232-25 Prompt Payment.
As prescribed in 32.908(c), insert the following clause:
(a) As authorized in 32.905(a)(1)(ii), the Contracting Officer
may modify the date in subdivision (a)(6)(i) of this clause to
specify a period longer than 7 days for constructive acceptance,
if required to afford the Government a reasonable opportunity to
inspect and test the property furnished or evaluate the services
performed, except in the case of a contract for the procurement of
a brand-name commercial item for authorized resale.
Notwithstanding any other payment clause in this contract, the
Government will make invoice payments and contract financing
payments under the terms and conditions specified in this clause.
Payment shall be considered as being made on the day a check is
dated or an electronic funds transfer is made. Definitions of
pertinent terms are set forth in 32.902. All days referred to in
this clause are calendar days, unless otherwise specified. The
term "foreign vendor" means an incorporated concern not
incorporated in the United States, or an unincorporated concern
having its principal place of business outside the United States.
(a) *
(2) Except as indicated in subparagraph (a)(3) and
paragraph (c) of this clause, the due date for making invoice
payments by the designated payment office shall be the later of
the following two events:
(ii) The 30th day after Government acceptance of
supplies delivered or services performed by the Contractor. On a
final invoice where the payment amount is subject to contract
settlement actions, acceptance shall be deemed to have occurred on
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the effective date of the contract settlement. However, if the
designated billing office fails to annotate the invoice with the
actual date of receipt, the invoice payment due date shall be
deemed to be the 30th day after the date the Contractor's invoice
is dated, provided a proper invoice is received and there is no
disagreement over quantity, quality, or Contractor compliance with
contract requirements.
(3) The due date on contracts for meat and meat food
products, contracts for perishable agricultural commodities,
contracts for dairy products, edible fats or oils, and food
products prepared from edible fats or oils, and contracts not
requiring submission of an invoice shall be as follows:
(i) The due date for meat and meat food products, as
defined in section 2(a)(3) of the Packers and Stockyard Act of
1921 (7 U.S.C. 182(3)) and further defined in Pub. L. 98-181 to
include any edible fresh or frozen poultry meat, any perishable
poultry meat food product, fresh eggs, and any perishable egg
product, will be as close as possible to, but not later than, the
7th day after product delivery.
(iii) The due date for dairy products, as defined in
section 111(e) of the Dairy Production Stabilization Act of 1983
(7 U.S.C. 4502(e)), edible fats or oils, and food products
prepared from edible fats or oils, will be as close as possible
to, but not later than, the 10th day after the date on which a
proper invoice has been received.
(4) * * If the invoice does not comply with these
requirements, then the Contractor will be notified of the defect
within 7 days after receipt of the invoice at the designated
billing office (3 days for meat and meat food products and 5 days
for perishable agricultural commodities, edible fats or oils, and
food products prepared from edible fats or oils. *
(5) An interest penalty shall be paid automatically by the
Government, without request from the Contractor, if payment is not
made by the due date and the conditions listed in subdivisions
(a)(5)(1) through (a)(5)(iii) of this clause are met, if
applicable. An interest penalty shall not be paid on contracts
awarded to foreign vendors outside the United States for work
performed outside the United States.
(6) The interest penalty shall be at the rate established
by the Secretary of the Treasury under Section 12 of the Contract
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Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day
after the due date, except where the interest penalty is
prescribed by other governmental authority. * * *
(i) For the sole purpose of computing an interest
penalty that might be due the Contractor, Government acceptance
shall be deemed to have occurred constructively on the 7th day
(unless otherwise specified in this contract) after the Contractor
delivered the supplies or performed the services in accordance
with the terms and conditions of the contract, unless there is a
disagreement over quantity, quality, or contractor compliance with
a contract provision. In the event that actual acceptance occurs
within the constructive acceptance period, the determination of an
interest penalty shall be based on the actual date of acceptance.
The constructive acceptance requirement does not, however, compel
Government officials to accept supplies or services, perform
contract administration functions, or make payment prior to
fulfilling their responsibilities.
(ii) *
(A) The period taken to notify the Contractor of
defects in invoices submitted to the Government, but this may not
exceed 7 days (3 days for meat and meat food products and 5 days
for perishable agricultural commodities, dairy products, edible
fats or oils, and food products prepared from edible fats or
oils).
(iii) Interest penalties will not continue to accrue
after the filing of a claim for such penalties under the clause at
52.233-1, Disputes, or for more than 1 year. Interest penalties
of less than $1.00 need not be paid.
(iv) Interest penalties are not required on payment
delays due to disagreement between the Government and Contractor
over the payment amount or other issues involving contract
compliance or an amounts temporarily withheld or retained in
accordance with the terms of the contract. Claims involving
disputes, and any interest that may be payable, will be resolved
in accordance with the clause at 52.233-1, Disputes.
(7) An interest penalty shall also be paid automatically by
the designated payment office, without request from the
Contractor, if a discount for prompt payment is taken improperly.
The interest penalty will be calculated as described in
subparagraph (a)(6) of this clause on the amount of discount taken
for the period beginning with the first day after the end of the
discount period through the date when the Contractor is paid.
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(8) If this contract was awarded on or after October 1,
1989, a penalty amount, calculated in accordance with regulations
issued by the Office of Management and Budget, shall be paid in
addition to the interest penalty amount if the Contractor--
(i) Is owed an interest penalty;
(ii) Is not paid the interest penalty within 10 days
after the date the invoice amount is paid; and
(iii) Makes a written demand, not later than 40 days
after the date the invoice amount is paid, that the agency pay
such a penalty.
(c) If this contract contains the clause at 52.213-1, Fast
Payment Procedure, payments will be made within 15 days after the
date of receipt of the invoice.
(End of clause)
17. Section 52.232-26 is added to read as follows:
52.232-26 Prompt Payment for Fixed-Price Architect-Engineer
Contracts.
As prescribed in 32.908(a), insert the following clause:
(a) As authorized in 32.905(b)(4), the Contracting Officer
may modify the date in subdivision (a)(5)(i) of this clause to
specify a period longer than 7 days for constructive acceptance or
constructive approval, if required to afford the Government a
practicable opportunity to inspect and test the property furnished
or evaluate the services performed.
(b) If applicable, as authorized in 32.906(a) and only as
allowed under agency policies and procedures, the Contracting
Officer may insert in paragraph (b) of this clause a period
shorter than 30 days (but not less than 7 days) for making
contract financing payments.
PROMPT PAYMENT FOR FIXED-PRICE ARCHITECT-ENGINEER CONTRACTS
(APR 1989)
Notwithstanding any other payment terms in this contract, the
Government will make invoice payments and contract financing
payments under the terms and conditions specified in this clause.
Payment shall be considered as being made on the day a check is
dated or an electronic funds transfer is made. Definitions of
pertinent terms are set forth in 32.902. All days referred to in
this clause are calendar days, unless otherwise specified. The
term "foreign vendor" means an incorporated concern not
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incorporated in the United States, or an unincorporated concern
having its principal place of business outside the United States
(a) Invoice Payments. (1) For purposes of this clause,
"invoice payment" means a Government disbursement of monies to a
Contractor under a contract or other authorization for work or
services accepted by the Government, payments for partial
deliveries that have been accepted by the Government, and progress
payments based on contracting officer approval of the estimated
amount and value of work or services performed.
(2) The due date for making invoice payments shall be as
described in this subparagraph (a)(2).
(i) The due date for work or services completed by
the Contractor shall be the later of the following two events:
(A) The 30th day after the designated billing
office has received a proper invoice from the Contractor.
(B) The 30th day after Government acceptance of
the work or services completed by the Contractor. On a final
invoice where the payment amount is subject to contract settlement
actions (e.g., release of claims), acceptance shall be deemed to
have occurred on the effective date of the contract settlement.
(ii) The due date for progress payments shall be the
30th day after Government approval of Contractor estimates of work
or services accomplished.
(iii) However, if the designated billing office fails
to annotate the invoice or payment request with the actual date of
receipt, the payment due date shall be deemed to be the 30th day
after the date the Contractor's invoice or payment request is
dated, provided a proper invoice or payment request is received
and there is no disagreement over quantity, quality, or Contractor
compliance with contract requirements.
(3) An invoice is the Contractor's bill or written
request for payment under the contract for work or services
performed under the contract. An invoice shall be prepared and
submitted to the designated billing office. A proper invoice must
include the items listed in subdivisions (a)(3)(i) through
(a)(3)(viii) of this clause. If the invoice does not comply with
these requirements, then the Contractor will be notified of the
defect within 7 days after receipt of the invoice at the
designated billing office. Untimely notification will be taken
into account in the computation of any interest penalty owed the
Contractor in the manner described in subparagraph (a)(5) of this
clause:
(i) Name and address of the Contractor.
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(ii) Invoice date.
(iii) Contract number or other authorization for work
or services performed (including order number and contract line
item number).
(iv) Description of work or services performed.
(v) Delivery and payment terms (e.g., prompt payment
discount terms).
(vi) Name and address of Contractor official to whom
payment is to be sent (must be the same as that in the contract or
in a proper notice of assignment).
(vii) Name (where practicable), title, phone number,
and mailing address of person to be notified in event of a
defective invoice.
(viii) Any other information or documentation
required by the contract.
(4) An interest penalty shall be paid automatically by
the designated payment office, without request from the
Contractor, if payment is not made by the due date and the
conditions listed in subdivisions (a)(4)(i) through (a)(4)(iii) of
this clause are met, if applicable. An interest penalty shall not
be paid on contracts awarded to foreign vendors outside the United
States for work performed outside the United States.
(i) A proper invoice was received by the designated
billing office.
(ii) A receiving report or other Government
documentation authorizing payment was processed and there was no
disagreement over quantity, quality, Contractor compliance with
any contract term or condition, or requested progress payment
amount.
(iii) In the case of a final invoice for any balance
of funds due the Contractor for work or services performed, the
amount was not subject to further contract settlement actions
between the Government and the Contractor.
(5) The interest penalty shall be at the rate established
by the Secretary of the Treasury under Section 12 of the Contract
Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day
after the due date, except where the interest penalty is
prescribed by other governmental authority. This rate is referred
to as the "Renegotiation Board Interest Rate," and it is published
in the Federal Register semiannually on or about January 1 and
July 1. The interest penalty shall accrue daily on the invoice
payment amount approved by the Government and be compounded in 30-
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day increments inclusive from the first day after the due date
through the payment date. That is, interest accrued at the end of
any 30-day period will be added to the approved invoice payment
amount and be subject to interest penalties if not paid in the
succeeding 30-day period. If the designated billing office failed
to notify the Contractor of a defective invoice within the periods
prescribed in subparagraph (a)(3) of this clause, then the due
date on the corrected invoice will be adjusted by subtracting the
number of days taken beyond the prescribed notification of defects
period. Any interest penalty owed the Contractor will be based on
this adjusted due date. Adjustments will be made by the designated
payment office for errors in calculating interest penalties, if
requested by the Contractor.
(i) For the sole purpose of computing an interest
penalty that might be due the Contractor, Government acceptance or
approval shall be deemed to have occurred constructively as shown
in subdivisions (a)(5)(i)(A) and (B) of this clause. In the event
that actual acceptance or approval occurs within the constructive
acceptance or approval period, the _determination of an interest
penalty shall be based on the actual date of acceptance or
approval. Constructive acceptance or constructive approval
requirements do not apply if there is a disagreement over
quantity, quality, Contractor compliance with a contract
provision, or requested progress payment amounts. These
requirements also do not compel Government officials to accept
work or services, approve Contractor estimates, perform contract
administration functions, or make payment prior to fulfilling
their responsibilities.
(A) For work or services completed by the
Contractor, Government acceptance shall be deemed to have occurred
constructively on the 7th day after the Contractor has completed
the work or services in accordance with the terms and conditions
of the contract.
(B) For progress payments, Government approval
shall be deemed to have occurred on the 7th day after Contractor
estimates have been received by the designated billing office.
(ii) The following periods of time will not be
included in the determination of an interest penalty:
(A) The period taken to notify the Contractor of
defects in invoices submitted to the Government, but this may not
exceed 7 days.
(B) The period between the defects notice and
resubmission of the corrected invoice by the Contractor.
(iii) Interest penalties will not continue to
accrue after the filing of a claim for such penalties under the
clause at 52.233-1, Disputes, or for more than 1 year. Interest
penalties of less than $1.00 need not be paid.
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(iv) Interest penalties are not required on payment
delays due to disagreement between the Government and Contractor
over the payment amount or other issues involving contract
compliance, or on amounts temporarily withheld or retained in
accordance with the terms of the contract. Claims involving
disputes, and any interest that may be payable will be resolved in
accordance with the clause at 52.233-1, Disputes.
(6) An interest penalty shall also be paid automatically by
the designated payment office, without request from the
Contractor, if a discount for prompt payment is taken improperly.
The interest penalty will be calculated on the amount of discount
taken for the period beginning with the first day after the end of
the discount period through the date when the Contractor is paid.
(7) If this contract was awarded on or after October 1,
1989, a penalty amount, calculated in accordance with regulations
issued by the Office of Management and Budget, shall be paid in
addition to the interest penalty amount if the Contractor--
(i) Is owed an interest penalty;
(ii) Is not paid the interest penalty within 10 days
after the date the invoice amount is paid; and
(iii) Makes a written demand, not later than 40 days
after the date the invoice amount is paid, that the agency pay
such a penalty.
(b) Contract Financing Payments.
(1) For purposes of this clause, if applicable, "contract
financing payment," means a Government disbursement of monies to a
Contractor under a contract clause or other authorization prior to
acceptance of supplies or services by the Government, other than
progress payments based on estimates of amount and value of work
performed. Contract financing payments include advance payments.
(2) If this contract provides for contract financing,
requests for payment shall be submitted to the designated billing
office as specified in this contract or as directed by the
Contracting Officer. Contract financing payments shall be made on
the (insert day as prescribed by Agency head; if not prescribed,
insert 30th day) day after receipt of a proper contract financing
request by the designated billing office. In the event that an
audit or other review of a specific financing request is required
to ensure compliance with the terms and conditions of the
contract, the designated payment office is not compelled to make
payment by the due date specified. For advance payments, loans, or
other arrangements that do not involve recurrent submissions of
contract financing requests, payment shall be made in accordance
with the corresponding contract terms or as directed by the
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Contracting Officer. Contract financing payments shall not be
assessed an interest penalty for payment delays.
(End of clause)
18. Section 52.232-27 is added to read as follows:
52.232-27 Prompt Payment for Construction Contracts.
As prescribed in 32.908(b), insert the following clause:
(a) As authorized in 32.905(c)(1), the Contracting Officer may
modify the date in subdivision (a)(1)(i)(A) of the clause to
specify a period longer than 14 days if required to afford the
Government a reasonable opportunity to adequately inspect the work
and to determine the adequacy of the Contractor's performance
under the contract.
(b) As authorized in 32.905(c)(5), the Contracting Officer may
modify the date in subdivision (a)(4)(i) of the clause to specify
a period longer than 7 days for constructive acceptance or
constructive approval if required to afford the Government a
reasonable opportunity to inspect and test the property furnished
or evaluate the services performed.
(c) If applicable, as authorized in 32.906(a) and only as
allowed under agency policies and procedures, the Contracting
Officer may insert in paragraph (b) of the clause a period shorter
than 30 days (but not less than 7 days) for making contract
financing payments.
PROMPT PAYMENT FOR CONSTRUCTION CONTRACTS (APR 1989)
Notwithstanding any other payment terms in this contract, the
Government will make invoice payments and contract financing
payments under the terms and conditions specified in this clause.
Payment shall be considered as being made on the day a check is
dated or an electronic funds transfer is made. Definitions of
pertinent terms are set forth in 32.902. All days referred to in
this clause are calendar days, unless otherwise specified. The
term "foreign vendor" means an incorporated concern not
incorporated in the United States or an unincorporated concern
having its principal place of business outside the United States.
(a) Invoice Payments.
(1) For purposes of this clause, there are several types of
invoice payments which may occur under this contract, as follows:
(i) Progress payments, if provided for elsewhere in
this contract, based on Contracting Officer approval of the
estimated amount and value of work or services performed,
including payments for reaching milestones in any project:
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(A) The due date for making such payments shall be
14 days after receipt of the payment request by the designated
billing office. However, if the designated billing office fails
to annotate the payment request with the actual date of receipt,
the payment due date shall be deemed to be the 14th day after the
date the Contractor's payment request is dated, provided a proper
payment request is received and there is no disagreement over
quantity, quality, or Contractor compliance with contract
requirements.
(B) The due date for payment of any amounts
retained by the Contracting Officer in accordance with the clause
at 52.232-5, Payments Under Fixed-Price Construction Contracts,
shall be as specified in the contract or, if not specified, 30
days after approval for release to the Contractor by the
Contracting Officer.
(ii) Final payments based on completion and acceptance
of all work and presentation of release of all claims against the
Government arising by virtue of the contract, and payments for
partial deliveries that have been accepted by the Government
(e.g., each separate building, public work, or other division of
the contract for which the price is stated separately in the
contract):
(A) The due date for making such payments shall be
either the 30th day after receipt by the designated billing office
of a proper invoice from the Contractor, or the 30th day after
Government acceptance of the work or services completed by the
Contractor, whichever is later. However, if the designated
billing office fails to annotate the invoice with the date of
actual receipt, the invoice payment due date shall be deemed to be
the 30th day after the date the Contractor's invoice is dated,
provided a proper invoice is received and there is no disagreement
over quantity, quality, or Contractor compliance with contract
requirements.
(B) On a final invoice where the payment amount is
subject to contract settlement actions (e.g., release of claims),
acceptance shall be deemed to have occurred on the effective date
of the contract settlement.
(2) An invoice is the Contractor's bill or written request
for payment under the contract for work or services performed
under the contract. An invoice shall be prepared and submitted to
the designated billing office. A proper invoice must include the
items listed in subdivisions (a)(2)(i) through (a)(2)(ix) of this
clause. If the invoice does not comply with these requirements,
the Contractor will be notified of the defect within 7 days after
receipt of the invoice at the designated billing office. Untimely
notification will be taken into account in the computation of any
interest penalty owed the Contractor in the manner described in
paragraph (a)(4) of this clause:
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(i) Name and address of the Contractor.
(ii) Invoice date.
(iii) Contract number or other authorization for work
or services performed (including order number and contract line
item umber).
(iv) Description of work or services performed.
(v) Delivery and payment terms (e.g., prompt payment
discount terms).
(vi) Name and address of Contractor official to whom
payment is to be sent (must be the same as that in the contract or
in a proper notice of assignment).
(vii) Name (where practicable), title, phone number,
and mailing address of person to be notified in event of a
defective invoice.
(viii) For payments described in subdivision
(a) (1)(i) of this clause, substantiation of the amounts requested
and certification in accordance with the requirements of the
clause at 52.232-5, Payments Under Fixed-Price Construction
- Contracts.
(ix) Any other information or documentation required
by the contract.
(3) An interest penalty shall be paid automatically by the
designated payment office, without request from the Contractor, if
payment is not made by the due date and the conditions listed in
subdivisions (a)(3)(1) through (a)(3)(iii) of this clause are met,
if applicable. An interest penalty shall not be paid on contracts
awarded to foreign vendors outside the United States for work
performed outside the United States.
(i) A proper invoice was received by the designated
billing office.
(ii) A receiving report orother Government
documentation authorizing payment was processed and there was no
disagreement over quantity, quality, Contractor compliance with
any contract term or condition, or requested progress payment
amount.
(iii) In the case of a final invoice for any balance
of funds due the Contractor for work or services performed, the
amount was not subject to further contract settlement actions
between the Government and the Contractor.
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(4) The interest penalty shall be at the rate established
by the Secretary of the Treasury under section 12 of the Contract
Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day
after the due date, except where the interest penalty is
prescribed by other governmental authority. This rate is referred
to as the "Renegotiation Board Interest Rate," and it is published
in the Federal Register semiannually on or about January 1 and
July 1. The interest penalty shall accrue daily on the invoice
payment amount approved by the Government and be compounded in 30-
day increments inclusive from the first day after the due date
through the payment date. That is, interest accrued at the end of
any 30-day period will be added to the approved invoice payment
amount and be subject to interest penalties if not paid in the
succeeding 30-day period. If the designated billing office failed
to notify the Contractor of a defective invoice within the periods
prescribed in subparagraph (a)(2) of this clause, then the due
date on the corrected invoice will be adjusted by subtracting the
number of days taken beyond the prescribed notification of defects
period. Any interest penalty owed the Contractor will be based on
this adjusted due date. Adjustments will be made by the designated
payment office for errors in calculating interest penalties, if
requested by the Contractor.
(i) For the sole purpose of computing an interest
penalty that might be due the Contractor for payments described in
subdivision (a) (1)(ii) of this clause, Government acceptance or
approval shall be deemed to have occurred constructively on the
7th day after the Contractor has completed the work or services in
accordance with the terms and conditions of the contract. In the
event that actual acceptance or approval occurs within the
constructive acceptance or approval period, the determination of
an interest penalty shall be based on the actual date of
acceptance or approval. Constructive acceptance or constructive
approval requirements do not apply if there is a disagreement over
quantity, quality, or Contractor compliance with a contract
provision. These requirements also do not compel Government
officials to accept work or services, approve Contractor
estimates, perform contract administration functions, or make
payment prior to fulfilling their responsibilities.
(ii) The following periods of time will not be
included in the determination of an interest penalty:
(A) The period taken to notify the Contractor
of defects in invoices submitted to the Government, but this may
not exceed 7 days.
(B) The period between the defects notice and
resubmission of the corrected invoice by the Contractor.
(iii) Interest penalties will not continue to accrue
after the filing of a claim for such penalties under the clause at
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52.233-1, Disputes, or for more than 1 year. Interest penalties of
less than $1.00 need not be paid.
(iv) Interest penalties are not required on payment
delays due to disagreement between the Government and Contractor
over the payment amount or other issues involving contract
compliance, or on amounts temporarily withheld or retained in
accordance with the terms of the contract. Claims involving
disputes, and any interest that may be payable, will be resolved
in accordance with the clause at 52.233-1, Disputes.
(5) An interest penalty shall also be paid automatically by
the designated payment office, without request from the
Contractor, if a discount for prompt payment is taken improperly.
The interest penalty will be calculated on the amount of discount
taken for the period beginning with the first day after the end of
the discount period through the date when the Contractor is paid.
(6) If this contract was awarded on or after October 1,
1989, a penalty amount, calculated in accordance with regulations
issued by the Office of Management and Budget, shall be paid in
addition to the interest penalty amount if the Contractor--
(i) Is owed an interest penalty;
(ii) Is not paid the interest penalty within 10 days
after the date the invoice amount is paid; and
(iii) Makes a written demand, not later than 40 days
after the date the invoice amount is paid, that the agency pay
such a penalty.
(b) Contract Financing Payments.
(1) For purposes of this clause, if applicable,
"contract financing payment" means a Government disbursement of
monies to a Contractor under a contract clause or other
authorization prior to acceptance of supplies or services by the
Government, other than progress payments based on estimates of
amount and value of work performed. Contract financing payments
include advance payments and interim payments under cost-type
contracts.
(2) If this contract provides for contract financing,
requests for payment shall be submitted to the designated billing
office as specified in this contract or as directed by the
Contracting Officer. Contract financing payments shall be made on
the (insert day as prescribed by Agency head; if not prescribed,
insert 30th day) day after receipt of a proper contract financing
request by the designated billing office. In the event that an
audit or other review of a specific financing request is required
to ensure compliance with the terms and conditions of the
contract, the designated payment office is not compelled to make
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payment by the due date specified. For advance payments, loans, or
other arrangements that do not involve recurrent submissions of
contract financing requests, payment shall be made in accordance
with the corresponding contract terms or as directed by the
Contracting Officer. Contract financing payments shall not be
assessed an interest penalty for payment delays.
(c) The Contractor shall include in each subcontract for
property or services (including a material supplier) for the
purpose of performing this contract the following:
(1) A payment clause which obligates the Contractor to
pay the subcontractor for satisfactory performance under its
subcontract not later than 7 days from receipt of payment out of
such amounts as are paid to the Contractor under this contract.
(2) An interest penalty clause which obligates the
Contractor to pay to the subcontractor an interest penalty for
each payment not made in accordance with the payment clause--
(i) For the period beginning on the day after the
required payment date and ending on the date on which payment of
the amount due is made; and
(ii) Computed at the rate of interest established
by the Secretary of the Treasury, and published in the Federal
Register, for interest payments under section 12 of the Contract
Disputes Act of 1978 (41 U.S.C. 611) in effect at the time the
Contractor accrues the obligation to pay an interest penalty.
(3) A clause requiring each subcontractor to include a
payment clause and an interest penalty clause conforming to the
standards set forth in subparagraphs (c)(1) and (c)(2) of this
clause in each of its subcontracts, and to require each of its
subcontractors to include such clauses in their subcontracts with
each lower-tier subcontractor or supplier.
(d) The clauses required by paragraph (c) of this clause
shall not be construed to impair the right of Contractor or a
subcontractor at any tier to negotiate, and to include in their
subcontract, provisions which--
(1) Permit the Contractor or a subcontractor to retain
(without cause) a specified percentage of each progress payment
otherwise due to a subcontractor for satisfactory performance
under the subcontract without incurring any obligation to pay a
late payment interest penalty, in accordance with terms and
conditions agreed to by the parties to the subcontract, giving
such recognition as the parties deem appropriate to the ability of
a subcontractor to furnish a performance bond and a payment bond;
(2) Permit the Contractor or subcontractor to make a
determination that part or all of the subcontractor's request for
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payment may be withheld in accordance with the subcontract
agreement; arid
(3) Permit such withholding without incurring any
obligation to pay a late payment penalty if--
(i) A notice conforming to the standards of
paragraph (g) of this clause has been previously furnished to the
subcontractor, and
(ii) A copy of any notice issued by a Contractor
pursuant to subdivision (d)(3)(i) of this clause has been
furnished to the Contracting Officer.
(e) If a Contractor, after making a request for payment to
the Government but before making a payment to a subcontractor for
the subcontractor's performance covered by the payment request,
discovers that all or a portion of the payment otherwise due such
subcontractor is subject to withholding from the subcontractor in
accordance with the subcontract agreement, then the Contractor
shall--
(1) Furnish to the subcontractor a notice conforming to
the standards of paragraph (g) of this clause as soon as
practicable upon ascertaining the cause giving rise to a
withholding, but prior to the due date for subcontractor payment;
(2) Furnish to the Contracting Officer, as soon as
practicable, a copy of the notice furnished to the subcontractor
pursuant to subparagraph (e)(1) of this clause;
(3) Reduce the subcontractor's progress payment by an
amount not to exceed the amount specified in the notice of
withholding furnished under subparagraph (e)(1) of this clause;
(4) Pay the subcontractor as soon as practicable after
the correction of the identified subcontract performance
deficiency, and--
(i) Make such payment within--
(A) Seven days after correction of the
identified subcontract performance deficiency (unless the funds
therefor must be recovered from the Government because of a
reduction under subdivision (e)(5)(i)) of this clause; or
(B) Seven days after the Contractor recovers
such funds from the Government; or
(ii) Incur an obligation to pay a late payment
interest penalty computed at the rate of interest established by
the Secretary of the Treasury, and published in the Federal
Register, for interest payments under section 12 of the Contracts
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Disputes Act of 1978 (41 U.S.C. 611) in effect at the time the
Contractor accrues the obligation to pay an interest penalty;
(5) Notify the Contracting Officer upon--
(i) Reduction of the amount of any subsequent
certified application for payment; or
(ii) Payment to the subcontractor of any withheld
amounts of a progress payment, specifying--
(A) The amounts withheld under subparagraph
(e) (1) of this clause; and
(B) The dates that such withholding began and
ended; and
(6) Be obligated to pay to the Government an amount equal
to interest on the withheld payments (computed in the manner
provided in 31 U.S.C. 3903(c)(1)), from the 8th day after receipt
of the withheld amounts from the Government until--
(i) The day the identified subcontractor performance ?
deficiency is corrected; or
(ii) The date that any subsequent payment is reduced
under subdivision (e) (5)(i) of this clause.
(f)(1) If a Contractor, after making payment to a first-tier
subcontractor, receives from a supplier or subcontractor of the
first-tier subcontractor (hereafter referred to as a "second-tier
subcontractor") a written notice in accordance with section 2 of
the Act of August 24, 1935 (40 U.S.C. 270b, Miller Act), asserting
a deficiency in such first-tier subcontractor's performance under
the contract for which the Contractor may be ultimately liable,
and the Contractor determines that all or a portion of future
payments otherwise due such first-tier subcontractor is subject to
withholding in accordance with the subcontract agreement, then the
Contractor may, without incurring an obligation to pay an interest
penalty under subparagraph (e)(6) of this clause--
(i) Furnish to the first-tier subcontractor a notice
conforming to the standards of paragraph (g) of this clause as
soon as practicable upon making such determination; and
(ii) Withhold from the first-tier subcontractor's
next available progress payment or payments an amount not to
exceed the amount specified in the notice of withholding furnished
under subdivision (f) (1)(i) of this clause.
(2) As soon as practicable, but not later than 7 days
after receipt of satisfactory written notification that the
identified subcontract performance deficiency has been corrected,
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the Contractor shall pay the amount withheld under subdivision
(f)(1)(ii) of this clause to such first-tier subcontractor, or
shall incur an obligation to pay a late payment interest penalty
to such first-tier subcontractor computed at the rate of interest
established by the Secretary of the Treasury, and published in the
Federal Register, for interest payments under section 12 of the
Contracts Disputes Act of 1978 (41 U.S.C. 611) in effect at the
time the Contractor accrues the obligation to pay an interest
penalty.
(g) A written notice of any withholding shall be issued to a
subcontractor (with a copy to the Contracting Officer of any such
notice issued by the Contractor), specifying--
(1) The amount to be withheld;
(2) The specific causes for the withholding under the
terms of the subcontract; and
(3) The remedial actions to be taken by the
subcontractor in order to receive payment of the amounts withheld.
(h) The Contractor may not request payment from the
Government of any amount withheld or retained in accordance with
paragraph (d) of this clause until such time as the Contractor has
determined and certified to the Contracting Officer that the
subcontractor is entitled to the payment of such amount.
(i) A dispute between the Contractor and subcontractor
relating to the amount or entitlement of a subcontractor to a
payment or a late payment interest penalty under a clause included
in the subcontract pursuant to paragraph (c) of this clause does
not constitute a dispute to which the United States is a party.
The United States may not be interpleaded in any judicial or
administrative proceeding involving such a dispute.
(j) Except as provided in paragraph (i) of this clause, this
clause shall not limit or impair any contractual, administrative,
or judicial remedies otherwise available to the Contractor or a
subcontractor in the event of a dispute involving late payment or
nonpayment by the Contractor or deficient subcontract performance
or nonperformance by-a subcontractor.
(k) The Contractor's obligation to pay an interest penalty to
a subcontractor pursuant to the clauses included in a subcontract
under paragraph (c) of this clause shall not be construed to be an
obligation of the United States for such interest penalty. A cost
reimbursement claim may not include any amount for reimbursement
of such interest penalty.
(End of clause)
19. Section 52.232-28 is added to read as follows:
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52.232-28 Electronic Funds Transfer Payment Methods.
As prescribed in 32.908(d), insert the following clause:
ELECTRONIC FUNDS TRANSFER PAYMENT METHODS (APR 1989)
Payments under this contract will be made by the Government
either by check or electronic funds transfer (through the Treasury
Fedline Payment System (FEDLINE) or the Automated Clearing House
(ACH)), at the option of the Government. After award, but no
later than 14 days before an invoice or contract financing request
is submitted, the Contractor shall designate a financial
institution for receipt of electronic funds transfer payments, and
shall submit this designation to the Contracting Officer or other
Government official, as directed.
(a) For payment through FEDLINE, the Contractor shall
provide the following information:
(1) Name, address, and telegraphic abbreviation of
the financial institution receiving payment.
(2) The American Bankers Association 9-digit
identifying number for wire transfers of the financing institution
receiving payment if the institution has access to the Federal
Reserve Communications System.
(3) Payee's account number at the financial
institution where funds are to be transferred.
(4) If the financial institution does not have access
to the Federal Reserve Communications System, name, address, and
telegraphic abbreviation of the correspondent financial
institution through which the financial institution receiving
payment obtains wire transfer activity. Provide the telegraphic
abbreviation and American Bankers Association identifying number
for the correspondent institution.
(b) For payment through ACH, the Contractor shall provide
the following information:
(1) Routing transit number of the financial
institution receiving payment (same as American Bankers
Association identifying number used for FEDLINE).
(2) Number of account to which funds are to be
deposited.
(3) Type of depositor account ("C" for checking, "S"
for savings).
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.? ?
(4) If the Contractor is a new enrollee to the ACH
system, a "Payment Information Form," SF 3881, must be completed
before payment can be processed.
(c) In the event the Contractor, during the performance of
this contract, elects to designate a different financial
institution for the receipt of any paymentmade using electronic
funds transfer procedures, notification of such change and the
required information specified above must be received by the
appropriate Government official 30 days prior to the date such
change is to become effective.
(d) The documents furnishing the information required in
this clause must be dated and contain the signature, title, and
telephone number of the Contractor official authorized to provide
it, as well as the Contractor's name and contract number.
(e) Contractor failure to properly designate a financial
institution or to provide appropriate payee bank account
information may delay payments of amounts otherwise properly due.
(End of clause)
40
Declassified in Part - Sanitized Copy Approved for Release 2013/12/30: CIA-RDP92G00017R000600260001-3