GENERAL PROVISIONS (SUPPLY CONTRACT)

• Document Type: CREST
• Collection: General CIA Records
• Document Number (FOIA) /ESDN (CREST): CIA-RDP78-04782A000100090011-0
• Release Decision: RIFPUB
• Original Classification: K
• Document Page Count: 12
• Document Creation Date: December 9, 2016
• Document Release Date: September 12, 2000
• Sequence Number: 11
• Content Type: CONT

Approved For Release 20016gC1#R84R7(5tW782A000100090011-0
(Supply Contract)
Pave
1.
Definitions .........................................
1
2.
Changes ...........................................
1
3.
Extras ..... ......................................
2
4.
Variation in Quantity ..................................
2
5.
Inspection .........................................
2
6.
Responsibility for Supplies ..............................
2
7.
Payments ..........................................
3
8.
Assignment of Claims .................................
3
9.
Additional Bond Security ................................
3
10.
Examination of Records ................................
3
11.
Default ...........................................
3
12.
Disputes ..........................................
4
13.
Notice and Assistance Regarding Patent Infringement ............
4
14.
Buy American Act ....................................
4
15.
Convict Labor ..... ................................
5
16.
Eight-Hour Law of 1912--Overtime Compensation ..............
5
17.
Walsh-Healey Public Contracts Act ........................
5
18.
Nondiscrimination in Employment .........................
5
19.
Officials Not To Benefit ................................
6
20.
Covenant Against Contingent Fees .........................
6
21.
Utilization of Small Business Concerns ......................
6
22.
Identification and Marking of Shipments ......................
6
23.
Priorities, Allocations, and Allotments ......................
7
24.
Patent Indemnity .....................................
7
25.
Packing and Processing Charges ..........................
8
26.
Notice to the Government of Labor Disputes ...................
8
27.
Gratuities .........................................
8
28.
Federal, State, and Local Taxes ...........................
8
29.
Authorization and Consent ...............................
9
30.
Termination for Convenience of the Government ................
g
1. DEFINITIONS
As used throughout this contract, the following
terms shall have the meanings set forth below:
(a). The term "Secretary" means the Secretary,
the Under Secretary, or any Assistant Sec-
retary of the Department, and the head or
any assistant head of the Federal agency;
and the term "his duly authorized represent-
ative" means any person or persons or board
(other than the Contracting Officer) author-
ized to act for the Secretary.
The term "Contracting Officer" means the
person executing this contract on behalf of
the Government, and any other officer or
civilian employee who is a properly desig-
nated Contracting Officer; and the term in-
cludes, except as otherwise provided in this
contract, the authorized representative of a
Contracting Officer acting within the limits
of his authority.
(c) Except as otherwise provided in this contract,
the term "subcontracts" includes purchase or -
ders under this contract.
2. CHANGES
The Contracting Officer may at any time, by a writ-
ten order, and without notice to the sureties, make
changes, within the general scope of this contract, in
any one or more of the following: (i) Drawings,
designs, or specifications, where the supplies to be
furnished are to be specially manufactured for the
Government in accordance therewith; (ii) method of
shipment or packing; and (iii) place of delivery. If
any such change causes an increase or decrease in
the 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, an eq-
uitable adjustment shall be made in the contract price
or delivery schedule, or both, and the contract shall
be modified in writing accordingly. Any claim by the
Contractor for adjustment under this clause must be
asserted within 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. Where the cost of
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change is included in the Contractor's claim for
adjustment , the Contracting Officer shall have the
right to prescribe the manner of disposition of such
property. 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, nothing in this clause shall
excuse the Contractor from proceeding with the con -
tract as changed.
3. EXTRAS
Except as otherwise provided in this contract, no
payment for extras shall be made unless such extras
and the price therefor have been authorized in writ-
ing by the Contracting Officer.
4. VARIATION IN QUANTITY
No variation in the quantity of any item called
for by this contract will be accepted unless such
variation has been caused by conditions of loading,
shipping, or packing, or allowances in manufacturing
processes, and then only to the extent, if any, speci-
fied elsewhere in this contract.
5. INSPECTION
(a) All supplies (which term throughout this clause
includes without limitation raw materials, components,
intermediate assemblies, and end products) shall be
subject to inspection and test by the Government, to the
extent practicable at all times and places including the
period of manufacture, and in any event prior to ac -
ceptance.
(b) In case any supplies or lots of supplies are de -
fective in material or workmanship or otherwise not in
conformity with the requirements of this contract, the
Government shall have the right either to reject them
(with or without instructions as to their disposition) or
to require their correction. Supplies or lots of sup-
plies which have been rejected or required to be cor -
rected shall be removed or, if permitted or required by
the Contracting Officer, corrected in place by and at the
expense of the Contractor promptly after notice, and
shall not thereafter be tendered for acceptance unless
the former rejection or requirement of correction is
disclosed. If the Contractor fails promptly to remove
such supplies or lots of supplies which are required to
be removed, or promptly to replace or correct such
supplies or lots of supplies, the Government either (i)
may by contract or otherwise replace or correct such
supplies and charge to the Contractor the cost occa-
sioned the Government thereby; or (ii) may terminate
this contract for default as provided In the clause of
this contract entitled "Default." Unless the Contractor
corrects or replaces such supplies within the delivery
schedule, the Contracting Officer may require thede-
livery of such supplies at a reduction in price which is
equitable under the circumstances. Failure to agree
to such reduction of price shall be a dispute concerning
a question of fact within the meaning of the clause of
this contract entitled "Disputes."
ment on the premises of the Contractor or a subcon-
tractor, the Contractor without additional charge shall
provide all reasonable facilities and assistance for the
safety and convenience of the Government inspectors
id the performance of their duties. If Government in-
spection or test is made at a point other than the
premises of the Contractor or a subcontractor, it shall
be at the expense of the Government except as other-
wise provided in this contract; provided, that in case of
rejection the Government shall not be liable for any re -
duction in value of samples used in connection with such
inspection or test. All inspections and tests by the
Government shall be performed in such a manner as
not to unduly delay the work. The Government re -
serves the right to charge to the Contractor any addi -
tional cost of Government inspection and test when
supplies are not ready at the time such inspection and
test is requested by the Contractor or when reinspec -
tion or retest is necessitated by prior rejection. Ac-
ceptance or rejection of the supplies shall be made as
promptly as practicable after delivery, except as
otherwise provided in this contract; but failure to in-
spect and accept or reject supplies shall neither re-
lieve the Contractor from responsibility for such sup-
plies as are not in accordance with the contract re-
quirements nor impose liability on the Government
therefor.
(d) The inspection and test by the Government of
any supplies or lots thereof does not relieve the Con-
tractor from any responsibility regarding defects or
other failures to meet the contract requirements which
may be discovered prior to acceptance. Except as
otherwise provided in this contract, acceptance shall
be conclusive except as regards latent defects, fraud,
or such gross mistakes as amount to fraud.
(e) The Contractor shall provide and maintain an
inspection system acceptable to the Government cover -
tug the supplies hereunder. Records of all inspection
work by the Contractor shall be kept complete and
available to the Government during the performance of
this contract and for such longer period as may be spe -
cified elsewhere in this contract.
6. RESPONSIBILITY FOR SUPPLIES
Except as otherwise provided in this contract, (i)
the Contractor shall be responsible for the supplies
covered by this contract until they are delivered at
the designated delivery point, regardless of the point
of inspection; (ii) after delivery to the Government at
the designated point and prior to acceptance by the
Government or rejection and giving notice thereof by
the Government, the Government shall be responsible
for the loss or destruction of or damage to the supplies
only if such loss, destruction, or damage results from
the negligence of officers, agents, or employees of the
Government acting within the scope of their employ-
ment; and (iii) the Contractor shall bear all risks as to
rejected supplies after notice of rejection, except that
the Government shall be responsible for the loss, or
destruction of, or damage to the supplies only if such
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oss, de upgved eo damageres Its ~rom1 03P038
negligence of officers, agents, or employees of the
Government acting within the scope of their employ-
ment.
7. PAYMENTS
The Contractor shall be paid, upon the submission of
proper invoices or vouchers, the prices stipulated
herein for supplies delivered and accepted or services
rendered and accepted, less deductions, if any, as here-
in provided. Unless otherwise specified, payment will
be made on partial deliveries accepted by the Govern-
ment when the amount due on such deliveries so war -
rants; or, when requested by the Contractor, payment
for accepted partial deliveries shall be made whenever
such payment would equal or exceed either $1,000 or
50 percent of the total amount of this contract.
8. ASSIGNMENT OF CLAIMS
(a) Pursuant to the provisions of the Assignment of
Claims Act of 1940, as amended (31 U. S. Code 203, 41
U. S. Code 15), if this contract provides for payments
aggregating $1,000 or more, claims for monies due or
to become due the Contractor from the Government un -
der this contract may be assigned to a bank, trust
company, or other financing institution, including any
Federal lending agency, and may thereafter be further
assigned and reassigned to any such institution. Any
such assignment or reassignment shall cover all
amounts payable under this contract and not already
paid, and shall not be made to more than one party, ex-
cept that any such assignment or reassignment may
be made to one party as agent or trustee for two or
more parties participating in such financing. Not-
withstanding any provisions of this contract, payments
to an assignee of any monies due or to become due
under this contract shall not, to the extent provided in
said Act, as amended, be subject to reduction or set-
off. (The preceding sentence applies only if this con-
tract is with the Department of Defense, the General
Services Administration, the Atomic Energy Commis-
sion, or any other department or agency of the United
States designated by the President pursuant to clause
4 of the proviso of section 1 of the Assignment of
Claims Act of 1940, as amended by the Act of May
15, 1951, 65 Stat. 41.)
(b) In no event shall copies of this contract or of
any plans, specifications, or other similar documents
relating to work under this contract, if marked "Top
Secret," "Secret,' or "Confidential," be furnished to
any assignee of any claim arising under this contract
or to any other person not entitled to receive the
same: Provided, That a copy of any part or all of this
contract so marked may be furnished, or any informa-
tion contained therein may be disclosed, to such as -
signee upon the prior written authorization of the Con -
tracting Officer.
9. ADDITIONAL BOND SECURITY
If any surety upon any bond furnished in connection
with this contract becomes unacceptable to the Gov-
ernment, or if any such surety fails to furnish re-
ports as to his financial condition from time to time
C I R'+cuubiCed'474~MV+ Pnl iP%1bo&IfActor shall
promptly furnish such additional security as may be
required from time to time to protect the interests
of the Government and of persons supplying labor
or materials in the prosecution of the work con-
templated by this contract.
10. EXAMINATION OF RECORDS
(The provisions of this clause are applicable if the
amount of the contract exceeds $2,500 and was entered
into by means of negotiation, but is not applicable if
entered into by means of formal advertising.)
(a) The Contractor agrees that the Comptroller
General of the United States or any of his duly author -
ized representatives shall, until the expiration of three
years after final payment under this contract, have ac -
cess to and the right to examine any directly pertinent
books, documents, papers, and records of the Contrac -
tor, involving transactions related to this contract.
(b) The Contractor further agrees to include in
all his subcontracts hereunder a provision to the ef-
fect that the subcontractor agrees that the Comptroller
General of the United States or any of his duly author -
ized representatives shall, until the expiration of three
years after final payment under the subcontract, have
access to and the right to examine any directly perti-
nent books, documents, papers, and records of such
subcontractor, involving transactions related to the
subcontract. The term "subcontract" as used in the
clause excludes (i) purchase orders not exceeding
$2,500 and (ii) subcontracts or purchase orders for
public utility services at rates established for uniform
applicability to the general public.
11. DEFAULT
(a) The Government may, subject to the pro-
visions of paragraph (c) below, by written notice of de-
fault to the Contractor, terminate the whole or any part
of this contract in any one of the following circum-
stances:
(i) if the Contractor fails to make delivery of
the supplies or to perform the services within
the time specified herein or any extension thereof;
(ii) if the Contractor fails to perform any of
the other provisions of this contract, or so fails to
make progress as to endanger performance of this
contract in accordance with its terms, and in either
of these two circumstances does not cure such
failure within a period of 10 days (or such longer
period as the Contracting Officer may authorize
in writing) after receipt of notice from the Con -
tracting Officer specifying such failure.
(b) In the event the Government terminates this
contract in whole or in part as provided in paragraph
(a) of this clause, the Government may procure, upon
such terms and in such manner as the Contracting Of -
ficer may deem appropriate, supplies or services sim-
ilar to those so terminated, and the Contractor shall
be liable to the Government for any excess costs for
such similar supplies or services; provided, that the
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p 2W ti'tRQ oasika2Ml103/02-: C IA-RO)P7iBeOo4e$A IOG QOOAt4 Gvernment
Contramw
tract to the extent not terminated under the provisions
of this clause.
(c) Except with respect to defaults of subcon-
tractors, the Contractor shall not be liable for any ex-
cess costs if the failure to perform the contract arises
out of causes beyond the control and without the fault
or negligence of the Contractor. Such causes may in -
dude, 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, epi-
demics, quarantine restrictions, strikes, freight em-
bargoes, and unusually severe weather; but in every
case the failure to perform mustbebeyondthe control
and without the fault or negligence of the Contractor.
If the failure to perform is caused by the default of a
subcontractor, and if such default arises out of causes
beyond the control of both the Contractor and subcon-
tractor, and without the fault or negligence of either of
them, the Contractor shall not be liable for any excess
costs for failure to perform, unless the supplies or
services to be furnished by the subcontractor were ob-
tainable from other sources in sufficient time to permit
the Contractor to meet the required delivery schedule.
(d) If this contract is terminated as provided in
paragraph (a) of this clause, the Government, inaddi-
tion to any other rights provided in this clause, may
require the Contractor to transfer title and deliver to
the Government, in the manner and to the extent di-
rected by the Contracting Officer, (i) any completed
supplies, and (ii) such partially completed supplies and
materials, parts, tools, dies, jigs, fixtures, plans,
drawings, information, and contract rights (hereinafter
called "manufacturing materials") as the Contractor
has specifically produced or specifically acquired for
the performance of such part of this contract as has
been terminated; and the Contractor shall, upon direc -
tion of the Contracting Officer, protect and preserve
property in possession of the Contractor in which the
Government has an interest. Payment for completed
supplies delivered to and accepted by the Government
shall be at the contract price. Payment for manufac -
turing materials delivered to and accepted by the
Government and for the protection and preservation
of property shall be in an amount agreed upon by the
Contractor and Contracting Officer; failure to agree
to such amount shall be a dispute concerning a question
of fact within the meaning of the clause of this contract
entitled "Disputes."
(e) If, after notice of termination of this contract
under the provisions of paragraph (a) of this clause,
it is determined that the failure to perform this con-
tract is due to causes beyond the control and without
the fault or negligence of the Contractor or subcontrac -
tor pursuant to the provisions of paragraph (c) of this
clause, such notice of default shall be deemed to have
been issued pursuant to the clause of this contract en-
titled "Termination for Convenience of the Govern-
ment," and the rights and obligations of the parties
hereto shall in such event be governed by such clause.
(Except as otherwise provided in this contract, this
paragraph (e) applies only if this contract contains such
clause.)
provided in this clause shall not be exclusive and are
in addition to any other rights and remedies provided
by law or under this contract.
12. DISPUTES
(a) Except as otherwise provided in this contract,
any dispute concerning a question of fact arising
under this contract which is not disposed of by
agreement shall be decided by the Contracting Offi-
cer, who shall reduce his decision to writing and
mail or otherwise furnish a copy thereof to the Con-
tractor. The decision of the Contracting Officer shall
be final and conclusive unless, within 30 days from
the date of receipt of such copy, the Contractor mails
or otherwise furnishes to the Contracting Officer a
written appeal addressed to the Secretary. The deci-
sion of the Secretary or his duly authorized representa -
tive for the determination of such appeals shall be final
and conclusive unless determined by a court of com-
petent jurisdiction to have been fraudulent, or capri-
cious, or arbitrary, or so grossly erroneous as neces -
sarily to imply bad faith, or not supported by substan -
tial 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 here-
under, the Contractor shall proceed diligently with the
performance of the contract and in accordance with
the Contracting Officer's decision.
(b) This "Disputes" clause does not preclude con -
sideration of law questions in connection with decisions
provided for in paragraph (a) above: Provided, That
nothing in this contract shall be construed as making
final the decision of any administrative official, repre-
sentative, or board on a question of law.
13. NOTICE AND ASSISTANCE REGARDING
PATENT INFRINGEMENT
The provisions of this clause shall be applicable
only if the amount of this contract exceeds $10,000.
(a) The Contractor shall report to the Contracting
Officer, promptly and in reasonable written detail, each
notice or claim of patent infringement based on the per -
formance of this contract of which the Contractor has
knowledge.
(b) In the event of any suit against the Government,
or any claim against the Government made before suit
has been instituted, on account of any alleged patent in -
fringement arising out of the performance of this con-
tract or out of the use of any supplies furnished or
work or services performed hereunder, the Contractor
shall furnish to the Government, upon request, all
evidence and information in possession of the Con-
tractor pertaining to such suit or claim. Such evidence
and information shall be furnished at the expense of
the Government except in those cases in which the
Contractor has agreed to indemnify the Government
against the claim being asserted.
14. BUY AMERICAN ACT
(a) In acquiring end products, the Buy American
Act (41 U.S.C. lOa-d) provides that the Government
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 give preference to domestic source end products. For
the purpose of this clause:
(t) "components" means those articles, ma-
terials, and supplies, which are directly incorpor -
ated in the end products;
(ii) "end products" means those articles, ma-
terials, and supplies, which are to be acquired
under this contract for public use; and
(iii) a "domestic source end product" means
(A) an unmanufactured end product which has been
mined or produced in the United States and (B)
an end product manufactured in the United States
if the cost of the components thereof which are
mined, produced, or manufactured in the United
States or Canada exceeds 50 percent of the cost
of all its components. For the purposes of this
(a) (iii) (B), components of foreign origin of the
same type or kind as the products referred to in
(b) (ii) of this clause shall be treated as compo-
nents mined, produced, or manufactured in the
United States.
(b) The Contractor agrees that there will be de-
livered under this contract only domestic source end
products, except end products:
(i) which are for use outside the United States :
(ii) which the Government determines are not
mined, produced, or manufactured in the United
States in sufficient and reasonably available com-
mercial quantities and of a satisfactory quality;
(iii) as to which the Secretary determines the
domestic preference to be inconsistent with the
public interest; or
(iv) as to which the Secretary determines the
cost to the Government to be unreasonable.
(The foregoing requirements are administered in ac -
cordance with Executive Order No. 10582, dated De-
cember 17, 1954.)
15. CONVICT LABOR
In connection with the performanceof work under
this contract, the Contractor agrees not to employ any
person undergoing sentence of imprisonment at hard
labor.
16. EIGHT-HOUR LAW OF 1912--OVERTIME
COMPENSATION
This contract, to the extent that it is of a char -
acter specified in the Eight-Hour Law of 1912, as
amended (40 U. S. Code 324 - 326) and is not covered
by the Walsh-Healey Public Contracts Act (41 U. S.
Code 35 - 45 ), is subject to the following provisions
and exceptions of said Eight-Hour Law of 1912,
as amended, and to all other provisions and ex-
ceptions of said Law:
No laborer or mechanic doing any part of the work
contemplated by this contract, in the employ of the
Contractor or any subcontractor contracting for
any part of said work contemplated, shall be
required or permitted to work more than eight
hours in any one calendar day upon such work,
except upon the condition that compensation is paid
to such laborer or mechanic in accordance with
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fie provisions Dl tnigQlaua "? uv wag`s of every
laborer and mechanic employed by the Contractor
or any subcontractor engaged in the performance
of this contract shall be computed on a basic
day rate of eight hours per day; and work in
excess of eight hours per day is permitted only
upon the condition that every such laborer and
mechanic shall be compensated for all hours
worked in excess of eight hours per day at not less
than one and one-half times the basic rate of pay.
For each violation of the requirements of this
clause a penalty of five dollars shall be imposed
for each laborer or mechanic for every calendar
day in which such employee is required or per-
mitted to labor more than eight hours upon said
work without receiving compensation computed in
accordance with this clause, and all penalties
thus imposed shall be withheld for the use and
benefit of the Government.
17. WALSH-HEALEY PUBLIC CONTRACTS ACT
If this contract is for the manufacture or furnish-
ing of materials, supplies, articles, or equipment
in an amount which exceeds or may exceed $10,000
and is otherwise subject to the Walsh-Healey Public
Contracts Act, as amended (41 U. S. Code 35 - 45),
there are hereby incorporated by reference all rep-
resentations and stipulations required by said Act
and regulations issued thereunder by the Secretary
of Labor, such representations and stipulations being
subject to all applicable rulings and interpretations of
the Secretary of Labor which are now or may here-
after be in effect.
18. NONDISCRIMINATION IN EMPLOYMENT
In connection with the performance of work under
this contract, the Contractor agrees as follows:
(a) The Contractor will not discriminate against
any employee or applicant for employment
because of race, creed, color, or national ori-
gin. The Contractor will take affirmative ac-
tion to ensure that applicants are employed,
and that employees are treated during employ -
ment, without regard to their race, creed,
color or national origin. Such action shall in -
dude, but not be limited to, the following:
Employment, upgrading, demotion or trans -
fer; recruitment or recruitment advertising;
layoff or termination; rates of pay or other
forms of compensation; and selection for
training, including apprenticeship. The Con -
tractor agrees to post in conspicuous places,
available to employees and applicants for em -
ployment, notices to be provided by the Con-
tracting Officer setting forth the provisions of
this nondiscrimination clause.
The Contractor will, in all solicitations or ad -
vertisements for employees placed by or on
behalf of the Contractor, state that all qualified
applicants will receive consideration for em-
ployment without regard to race, creed, color,
or national origin.
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or representative of workers with which he has arise therefrom; but this provision shall not be con -
a collective bargaining agreement or other strued to extend to this contract if made with a cor-
contract or understanding, a notice, to be pro - poration for its general benefit.
vided by the agency Contracting Officer, ad-
vising the said labor union or workers repre -
sentative of the Contractor's commitments
under this section, and shall post copies of the
notice in conspicuous places available to em -
ployees and applicants for employment.
(d) The Contractor will comply with all provisions
of Executive Order No. 10925 of March 6, 1961,
and of the rules, regulations, and relevant
orders of the President's Committee on Equal
Employment Opportunity created thereby.
(e) The Contractor will furnish all information
and reports required by Executive Order No.
10925 of March 6, 1961, andby the rules, reg-
ulations, and orders of the said Committee or
pursuant thereto, and will permit access to his
books, records, and accounts by the Contract-
ing agency and the Committee for purposes of
investigation to ascertain compliance with
such rules, regulations, and orders.
(f) In the event of the Contractor's non-com-
pliance with the nondiscrimination clauses of
this contract or with any of the said rules,
regulations, or orders, this contract may be
cancelled in whole or in part and the Con-
tractor may be declared ineligible for further
Government contracts in accordance with pro -
cedures authorized in Executive Order No.
10925 of March 6, 1961, and such other sanc-
tions may be imposed. and remedies invoked
as provided in the said Executive Order or by
rule, regulation, or order of the President's
Committee on Equal Employment Opportunity,
or as otherwise provided by law.
(g) The Contractor will include the provisions of
the foregoing paragraphs (a) through (f) in
every subcontract or purchase order unless
exempted by rules, regulations, or orders of
the President's Committee on Equal Employ -
ment Opportunity issued pursuant to Section
303 of Executive Order No. 10925 of March 6,
1961, so that such provisions will be binding
upon each subcontractor or vendor. The Con -
tractor will take such action with respect to
any subcontract or purchase order as the con-
tracting agency may direct as a means of en-
forcing such provisions, including sanctions
for non-compliance; provided, however, that
in the event the Contractor becomes involved
in, or is threatened with, litigation with a sub-
contractor or vendor as a result of such direc -
tion by the contracting agency, the Contractor
may request the United States to enter into
such litigation to protect the interests of the
United States.
19. OFFICIALS NOT TO BENEFIT
No member of or delegate to Congress, or res-
ident commissioner, shall be admitted to any share
20. COVENANT AGAINST CONTINGENT FEES
The Contractor warrants that no person or sell-
ing agency has been employed or retained to solicit
or secure this contract upon an agreement or un-
derstanding for a commission, percentage, brokerage,
or contingent fee, excepting bona fide employees or
bona fide established commercial 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 right to
annul this contract without liability or in its dis-
cretion to deduct from the contract price or con-
sideration, or otherwise recover, the full amount
of such commission, percentage, brokerage, or con-
tingent fee.
21. UTILIZATION OF SMALL BUSINESS CONCERNS
(a) It is the policy of the Government as declared
by the Congress that a fair proportion of the pur-
chases and contracts for supplies and services for
the Government be placed with small business con-
cerns.
(b) The Contractor agrees to accomplish the
maximum amount of subcontracting to small busi-
ness concerns that the Contractor finds to be con-
sistent with the efficient performance of this contract.
22. IDENTIFICATION AND MARKING OF
SHIPMENTS
1. General:
A. It is an express condition of this contract
that the Contractor will make no reference of
any nature to the purchaser in connection with
the shipment of materials or the shipping docu-
ments pertaining to this contract. This includes,
but it is not limited to the items being furnished,
instruction books, blueprints, manuals, packing
lists, instruction plates or identification plates.
Neither shall there be any reference to the pur-
chaser on or in any shipping container, shipping
documents or billing documents.
H. Bills of Lading:
A. The Bill of Lading shall show the consignee
as cited on Schedule "A" of the contract.
III. Exterior Markings:
A. No stenciling shall be applied to the shipping
container except for the following:
(1) Weight, dimensions and cubic content of
container
(2) Caution markings for handling purposes,
such as: "DELICATE INSTRUMENT",
"THIS SIDE UP", "FRAGILE", AND
"CENTER OF BALANCE" (on large items),
and etc.
B. The consignee address as given above in para-
graph II A shall be marked on a shipping tag or
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 Approved For Release 2001/03/02 : CIA-RDP7Q-Cjj78?hi(~1Q,q~,O9'~1 -q label that shall be securely fixed on the contain- receip o e s i a t p eking list
er by use of a waterproof adhesive or stapled to shall include:
the container. Such markings shall be protected (1) Name and address of consignor
by a coat of transparent water -repellant material. (2) Name and address of consignee as in pars -
hTT A b
Container Numbering
(1) Each exterior container shall bear a num-
ber relative to the total number of con-
tainers in the shipment, e.g. PKG. 1 of 5.
Set marking -- where an equipment item
constitutes a set, and is packed and shipped
unassembled in two or more separate
pieces, each container shall be marked
with the set or assembly number, the num -
ber of the container relative to the number
of containers comprising the complete set,
and the total number of containers in the
particular set or assembly, together with
a brief description of the component part
contained therein. Thus, a box contain-
ing a control panel which is the third
container of a group of four making up
set number two would require the fol-
lowing special set markings: Set No. 2,
Package 3 of 4, Control Panel.
Container numbering shall not be stenciled
on the containers but shall be applied by
tag or label as described in paragraph III
B.
N. Interior Markings
A. No markings shall be applied on any interior
packaging material or container that would iden-
tify the purchaser.
B. Each primary wrapper, envelope, bag, folding
carton or other packaging material, enclosing
each assembly, part or group of similar parts
shall be marked or labeled so that it may be
readily identified against the packing list. Each
secondary and all other overwrap material shall
be marked as to the contents enclosed in the
package. The markings shall include the follow-
ing:
(1) One of the following headings:
a. Part of basic unit (removed to facili-
tate packing)
b. Operating Spare Parts
c. Base Spare Parts
d. Tools
e. Service Equipment
f. Other category indicated in the con-
tract
(2) Brief Nomenclature
(3) Quantity
Items that are not enclosed in a wrapper or
carton shall be identified with a tag that in-
cludes the above information.
V. Packing Lists
A. A master packing list shall accompany each
shipment or be forwarded under separate cover
so that it reaches the consignee prior to the
grap a ove
(3) Contract or Purchase order number
(4) Government Bill of lading Number cover -
ing the shipment if any
(5) Items being shipped shall be listed as re -
quired under one or more of the headings
listed in paragraph N B (1) above
(6) Stock and item number
(7) Nomenclature of item
(8) Quantity of each item
(9) Location of each item by container num-
ber and set number when applicable
(10) Any data specifically required to be in-
cluded on the packing list, by the terms
of the contract.
VI. Unassembled Items
A. Identification of connection components
When it is necessary to remove components to
facilitate packing, all connecting wires, con-
duits, leads and other objects disconnected
shall be tagged in such a manner so as to
readily identify lines of the various compo-
nents.
B. Shipping bolts, collars and etc.
All objects that are attached to assemblies for
packing purposes that require removal before
the item can be put in operation, shall be la-
belled accordingly in a conspicuous manner.
23. PRIORITIES, ALLOCATIONS, AND
ALLOTMENTS
The Contractor shall follow the provisions of DMS
Reg. 1 and all other applicable regulations and orders
of the Business Defense Services Administration in
obtaining controlled materials and other products and
materials needed to fill this order.
24. PATENT INDEMNITY
The provisions of this clause shall be applicable
only to such supplies ordered hereunder which nor -
mally are or have been sold or offered for sale by the
Contractor to the public in the commercial open mar -
ket, or are such supplies with relatively minor modi-
fications made thereto.
If the amount of this contract is in excess of
$5,000, the Contractor shall indemnify the Government
and its officers, agents, and employees against lia-
bility, including costs, for infringement of any United
States letters patent (except letters patent issued upon
an application which is now or may hereafter be kept
secret or otherwise withheld from issue by order of
the Government) arising out of the manufacture or de -
livery of supplies or out of construction, alteration,
modification, or repair of real property (hereinafter
referred to as "construction work") under this con-
tract, or out of the use or disposal by or for the ac -
count of the Government of such supplies or construe -
tion work. The foregoing indemnity shall not apply
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 unlessa PP V DFQJ ii i2iQgAiOAQZr; CIAwREkPtAi8-007824 9MOONQQIL4rGed repre-
as practicable by the Government of the suitor action
alleging such infringement, and shall have been given
such opportunity as is afforded by applicable laws,
rules, or regulations to participate in the defense
thereof; and further, such indemnity shall not apply if:
(I) the infringement results from compliance with
specific written instructions of the Contracting Officer
directing a change in the supplies to be delivered or
in the materials or equipment to be used, or directing
a manner of performance of the contract not normally
used by the Contractor; or (ii) the infringement results
from the addition to, or change in, the supplies fur -
nished or construction work performed, which addi-
tion or change was made subsequent to delivery or
performance by the Contractor; or (iii) the claimed
infringement is settled without the consent of the Con-
tractor, unless required by final decree of a court
of competent jurisdiction.
The foregoing shall not apply to the contract
items, if any, specifically excluded herefrom in the
SCHEDULE.
25. PACKING AND PROCESSING CHARGES
The prices herein include all charges for packing
and processing in accordance with the provisions of
this contract.
26. NOTICE TO THE GOVERNMENT OF LABOR
DISPUTES
(a) Whenever the Contractor has knowledge that
any actual or potential labor dispute is delaying or
threatens to delay the timely performance of this con -
tract, the Contractor shall immediately 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 sub-
contract hereunder as to which a labor dispute may
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 any 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 dispute.
27. GRATUITIES
(a) The Government may, by written notice to the
Contractor, terminate the right of the Contractor to
proceed under this contract if it is found, after notice
and hearing, by the Secretary or his duly authorized
representative, that gratuities (in the form of enter-
tainment, gifts, or otherwise) were offered or given
by the Contractor, or any agent or representative of
the Contractor, to any officer or employee of the
Government with a view toward securing a contract
or securing favorable treatment with respect to the
awarding or amending, or the making of any deter-
minations with respect to the performing of such
contract; provided, that the existence of the facts upon
sentative makes such findings shall be in issue and
may be reviewed in any competent court.
(b) In the event this contract is terminated as
provided in paragraph (a) hereof, the Government shall
be entitled (i) to pursue the same remedies against
the Contractor as it could pursue in the event of a
breach of the contract by the Contractor, and (ii) as a
penalty in addition to any other damages to which it
may be entitled by law, to exemplary damages in an
amount (as determined by the Secretary or his duly
authorized representative) which shall be not less than
three nor more than ten times the costs incurred by
the Contractor in providing any such gratuities to any
such officer or employee.
(c) The rights and remedies of the Government
provided in this clause shall not be exclusive and are
in addition to any other rights and remedies provided
by law or under this contract.
28. FEDERAL, STATE, AND LOCAL TAXES
(The provisions of this clause shall be applicable
only if the amount of the contract exceeds $2,500.00)
(a) As used throughout this clause, the term "tax
inclusive date" means the date of negotiated contracts
and the date set for the opening of bids for contracts
entered into through formal advertising. As to addi-
tional supplies or services procured by modification
to this contract, the term "tax inclusive date" means
the date of such modification.
(b) Except as may be otherwise provided in this
contract, the contract price includes all Federal,
State, and local taxes and duties in effect and appli-
cable to this contract on the tax inclusive date, ex-
cept taxes (other than Federal transportation taxes)
from which the Government, the Contractor, or the
transactions or property covered by this contract are
then exempt. Unless specifically excluded, duties are
included in the contract price, and, if freight is included
in the contract price, Federal transportation taxes
are likewise included.
(c) (1) If the Contractor is required to pay or
bear the burden--
(I) of any tax or duty, which either was not
to be included in the contract price pursuant to
the requirements of paragraph (b), or was specifi -
cally excluded from the contract price by a pro-
vision of this contract; or
(ii) of an increase in rate of any tax or duty,
whether or not such tax or duty was excluded from
the contract price;
or of any interest or penalty thereon, the contract
price shall be correspondingly increased; provided
that the Contractor warrants in writing that no
amount for such tax, duty, or rate increase was in-
cluded in the contract price as a contingency reserve
or otherwise; and provided further that liability for
such tax, duty, rate increase, interest, or penalty
was not incurred through the fault or negligence of
the Contractor or his failure to follow instructions
of the Contracting Officer.
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 ARgrc vtRPcF&Fa %J q#gc 3Qg~J9t P3ar.CIA-RDP7 782AOOO1 00090011 -0
Whenever an increase or decrease in the
or bear the burden, or obtains a refund or drawback,
in whole or in part, of any tax, duty, interest, or
penalty which (i) was to be included in the contract
price pursuant to the requirements of paragraph (b),
(ii) was included in the contract price, or (iii) was
the basis of an increase in the contract price, the
contract price shall be correspondingly decreased
or the amount of such relief, refund, or drawback
shall be paid to the Government, as directed by the
Contracting Officer. The contract price also shall
be correspondingly decreased if the Contractor,
through his fault or negligence or his failure to fol-
low instructions of the Contracting Officer, is re-
quired to pay or bear the burden, or does not obtain
a refund or drawback of any such tax, duty, interest,
or penalty. Interest paid or credited to the Contrac-
tor incident to a refund of taxes shall inure to the
benefit of the Government to the extentthatsuch in-
terest was earned after the Contractor was paid or
reimbursed by the Government for such taxes.
(3) Invoices or vouchers covering any adjust-
ment of the contract price pursuant to this paragraph
(c) shall set forth the amount thereof as a separate
item and shall identify the particular tax involved.
(4) Nothing in this paragraph (c) shall be
applicable to social security taxes; net income
taxes; excess profit taxes; capital stock taxes;
Federal transportation taxes, except changes in the
rate thereof, including repeal, pertaining to ship-
ments from the Contractor to the Government; un-
employment compensation taxes; or any State and
local taxes, except those levied on or measured
by the contract or sales price of the services or
completed supplies furnished under this contract,
including gross income taxes, gross receipts taxes,
sales and use taxes, excise taxes, or franchise or
occupation taxes measured by sales or receipts
from sales.
(5) No adjustment of less than $100 shall be
made in the contract price pursuant to this para-
graph.
(d) Unless there does not exist any reasonable
basis to sustain an exemption, the Government agrees
upon request of the Contractor, without further lia-
bility except as otherwise provided in this contract,
to furnish evidence appropriate to establish exemption
from (i) any Federal tax, which the Contractor warrants
in writing was excluded from the contract price, or
(ii) any State or local tax; provided that evidence ap-
propriate to establish exemption from duties will be
furnished, and Government bills of lading will be issued,
only at the discretion of the Contracting Officer. In
addition, the Contracting Officer may furnish evidence
appropriate to establish exemption from any tax that
may, pursuant to this clause, give rise to either an in -
crease or decrease in the contract price.
(e) (1) The Contractor shall promptly notify the
Contracting Officer of all matters pertaining to
Federal, State, and local taxes and duties that
reasonably may result in either an increase or
decrease in the contract price.
contract price may be required under this clause,
the Contractor shall take action as directed by the
Contracting Officer, and the contract price shall
be equitably adjusted to cover the costs of such
action, including any interest, penalty,
sonable attorney's fees.
29. AUTHORIZATION AND CONSENT
The Government hereby gives its authorization and
consent (without prejudice to itsrights ofindemnifica-
tion, if such rights are provided for in this contract)
for all use and manufacture, in the performance of
this contract or any part hereof or any amendment
hereto or any subcontract hereunder (including any
lower -tier subcontract), of any invention described in
and covered by a patent of the United States (i) em-
bodied in the structure or composition of any article
the delivery of which is accepted by the Government
under this contract, or (ii) utilized in the machinery,
tools, or methods the use of which necessarily results
from compliance by the Contractor or the using sub-
contractor with (a) specifications or written provisions
now or hereafter forming a part of this contract, or
(b) specific written instructions given by the Contract-
ing Officer directing the manner of performance. The
Contractor's entire liability to the Government for in-
fringement of a patent of the United States shall be
determined solely by the provisions of the indemnity
clause, if any, included in the contract and the Govern-
ment assumes liability for all other infringement to
the extent of the authorization and consent hereinabove
granted.
30. TERMINATION FOR CONVENIENCE OF
THE GOVERNMENT
(a) The performance of work under this contract
may be terminated by the Government in accordance
with this clause in whole, or from time to time in part,
whenever the Contracting Officer shall determine that
such termination is in the best interest of the Govern-
ment. Any such termination shall be effected by de -
livery to the Contractor of a Notice of Termination
specifying the extent to which performance of work
under the contract is terminated, and the date upon
which such termination becomes effective.
(b) After receipt of a Notice of Termination, and
except as otherwise directed by the Contracting Offi-
cer, the Contractor shall:
stop work under the contract on the date
and to the extent specified in the Notice
of Termination;
place no further orders or subcontracts
for materials, services or facilities,
except as may be necessary for com-
pletion of such portion of the work under
the contract as is not terminated;
terminate all orders and subcontracts
to the extent that they relate to the per -
formance of work terminated by the No-
tice of Termination;
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 ApRfpy&cprtB ip%&qOil/a~/M _ C IA-RDP78-041 QQ OOaOi@At4eQovernment
ner , at the times, and to the extent di-
rected by the Contracting Officer, all of
the right, title, and interest of the Con-
tractor under the orders and subcon-
tracts 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;
settle all outstanding liabilities and all
claims arising out of such termination
of orders and subcontracts, with the ap-
proval or ratification of the Contracting
Officer, to the extent he may require,
which approval or ratification shall be
final for all the purposes of this clause;
transfer title and deliver to the Govern -
ment, in the manner, at the times, and
to the extent, if any, directed by the Con -
tracting Officer, (A) the fabricated, or
unfabricated parts, work in process,
completed work, supplies, and other
material produced as a part of, or ac-
quired in connection with the perform-
ance of, the work terminated by the No -
tice of Termination, and (B) the com-
pleted or partially completed plans,
drawings, information, and other pro-
perty which, if the contract had been
completed, would have been required to
be furnished to the Government;
(vii) use his best efforts to sell, in the man -
ner , at the times, to the extent, and at
the price or prices directed or author -
ized by the Contracting Officer, any
property of the types referred to in (vi)
above; provided, however, that the Con -
tractor (A) shall not be required to ex-
tend credit to any purchaser, and (B)
may acquire any such property under
the conditions prescribed by and at a
price or prices approved by the Con-
tracting Officer; and provided further
that the proceeds of any such transfer
or disposition shall be applied in reduc -
tion of any payments to be made by the
Government to the Contractor under
this contract or shall otherwise be
credited to the price or cost of the work
covered by this contract or paid in such
other manner as the Contracting Officer
may direct;
(viii) complete performance of such part of
the work as shall not have been termi-
nated by the Notice of Termination; and
(ix) take such action as maybe necessary,
or as the Contracting Officer may di-
rect, for the protection and preserva-
tion of the property related to this con-
tract which is in the possession of the
has or may acquire an interest.
At any time after expiration of the plant clearance peri-
od, as defined in Section VIII, Armed Services Procure-
ment Regulation, as it may be amended from time to
time, the Contractor may submit to the Contracting
Officer a list, certified as to quantity and quality, of
any or all items of terminations inventory not pre-
viously disposed of, exclusive of items the disposition
of which has been directed or authorized by the Con-
tracting Officer, and may request the Government to
remove such items or enter into a storage agreement
covering them. Not later than fifteen (15) days there-
after, the Government will accept title to such items
and remove them or enter into a storage agreement
covering the same; provided, that the list submitted
shall be subject to verification by the Contracting Of-
ficer upon removal of the items, or if the items are
stored, within forty-five (45) days from the date of
submission of the list, and any necessary adjustment
to correct the list as submitted shall be made prior
to final settlement.
(c) After receipt of a Notice of Termination, the
Contractor shall submit to the Contracting Officer his
termination claim, in the form and with certification
prescribed by the Contracting Officer. Such claim
shall be submitted promptly but in no event later than
one year from the effective date of termination, unless
one or more extensions in writing are granted by the
Contracting Officer, upon request of the Contractor
made in writing within such one year period or author -
ized extension thereof. However, if the Contracting
Officer determines that the facts justify such action,
he may receive and act upon any such termination claim
at any time after such one year period or any extension
thereof. Upon failure of the Contractor to submit his
termination claim within the time allowed, the Con-
tracting Officer may, subject to any Settlement Review
Board approvals required by Section VIII of the Armed
Services Procurement Regulation in effect as 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 termina-
tion and shall thereupon pay to the Contractor the
amount so determined.
(d) Subject to the provisions of paragraph (c), and
subject to any Settlement Review Board approvals re -
quired by Section VIII of the Armed Services Procure -
ment Regulation 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 rea -
son of the total or partial termination of work pursuant
to this clause, which amount or amounts may include a
reasonable allowance for profit on work done; provided,
that such agreed amount or amounts, exclusive of set -
tlement costs, shall not exceed the total contract price
as reduced by the amount of payments otherwise made
and as further reduced by the contract price of work
not terminated. The contract shall be amended ac-
cordingly, and the Contractor shall be paid the agreed
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amount. Nothing in paragraph (e) of this clause, pre-
scribing the amount to be paid to the Contractor in the
event of failure of the Contractor and the Contracting
Officer to agree upon the whole amount to be paid to
the Contractor by reason of the termination of work
pursuant to this clause , shall be deemed to limit,
restrict, or otherwise determine or affect the amount
or amounts which may be agreed upon to be paid to
the Contractor pursuant to this paragraph (d).
(e) In the event of the failure of the Contractor
and the Contracting Officer to agree as provided in
paragraph (d) upon the whole amount to be paid to the
Contractor by reason of the termination of work pur-
suant to this clause, the Contracting Officer shall, sub-
ject to any Settlement Review Board approvals required
by Section VIII of the Armed Services Procurement
Regulation in effect as of the date of execution of this
contract, determine, on thebasis ofinformation avail -
able to him, the amount, if any, due to the Contractor
by reason of the termination and shall pay to the Con -
tractor the amounts determined as follows:
(i) for completed supplies accepted by the
Government (or sold or acquired as pro-
vided in paragraph (b) (vii) above) and not
theretofore paid for, a sum equivalent to
the aggregate price for such supplies com-
puted in accordance with the price or
prices specified in the contract, appropri -
ately adjusted for any saving of freight or
other charges;
(ii) the total of --
(A) the costs incurred in the performance
of the work terminated, including in-
itial costs and preparatory expense
allocable thereto, but exclusive of any
costs attributable to supplies paid or
to be paid for under paragraph (e) (I)
hereof;
(B) the cost of settling and paying claims
arising out of the termination of work
under subcontracts or orders, as pro-
vided in paragraph (b) (v) above, which
are properly chargeable to the ter -
minated portion of the contract (ex-
clusive of amounts paid or payable on
account of supplies or materials de-
livered or services furnished by sub-
contractors or vendors prior to the
effective date of the Notice of Ter-
mination, which amounts shall be in-
cluded in the costs payable under (A)
above); and
(C) a sum, as a profit, equal to 2percent
of that part of the amount determined
under (A) above which represents the
cost of articles and materials not
processed by the Contractor, plus a
sum equal to 8 percent of the re-
mainder of such amount, but the ag-
gregate of such sums shall not exceed
6 percent of the whole of the amount
determined under (A) above; pro-
vided, however, that if it appears that
the Contractor would have sustained a
loss on the entire contract had it been
completed, no profit shall be included
or allowed under this subdivision (C)
and an appropriate adjustment shall
be made reducing the amount of the
settlement to reflect the indicated
rate of loss; and
(iii) the reasonable costs of settlement, in-
cluding accounting, legal, clerical, and
other expenses reasonably necessary for
the preparation of settlement claims and
supporting data with respect to the ter-
minated portion of the contract and for
the termination and settlement of sub-
contracts thereunder, together with rea-
sonable storage, transportation, and oth-
er costs incurred in connection with the
protection or disposition of property al-
locable to this contract.
The total sum to be paid to the Contractor under (1) and
(ii) of this paragraph (e) shall not exceed the total con -
tract price as reduced by the amount of payments oth-
erwise made and as further reduced by the contract
price of work not terminated. Except for normal
spoilage, and except to the extent that the Government
shall have otherwise expressly assumed the risk of
loss, there shall be excluded from the amounts payable
to the Contractor as provided in (e) (1) and (ii) (A)
above, the fair value, as determined by the Contracting
Officer, of property which is destroyed, lost, stolen, or
damaged so as to become undeliverable to the Govern -
ment, or to a buyer pursuant to paragraph (b) (vii).
(f) Any determination of costs under paragraph
(c) or (e) hereof shall be governed by the principles
for consideration of costs set forth in Section XV, Part
2, of the Armed Services Procurement Regulation, as
in effect on the date of this contract.
(g) The Contractor shall have the right of appeal,
under the clause of this contract entitled "Disputes,"
from any determination made by the Contracting Offi-
cer under paragraph (c) or (e) above, except that if the
Contractor has failed to submit his claim within the
time provided in paragraph (c) above and has failed
to request extension of such time, he shall have no such
right of appeal. In any case where theContracting Of-
ficer has made a determination of the amount due under
paragraph (c) or (e) above, the Government shall pay to
the Contractor the following: (i) if there is no right of
appeal hereunder or if no timely appeal has been taken,
the amount so determined by the Contracting Officer, or
(ii) if an appeal has been taken, the amount finally de-
termined on such appeal.
(h) In arriving at the amount due the Contractor
under this clause there shall be deducted (i) all un-
liquidated advance or other payments on account there -
tofore made to the Contractor, applicable to the ter-
minated portion of this contract, (ii) any claim which
the Government may have against the Contractor in
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 connecA ~e
for, or t procee s of sale of, any materials, supplies,
or other things acquired by the Contractor or sold,
pursuant to the provisions of this clause, and not other -
wise recovered by or credited to the Government.
(i) If the termination hereunder be partial, prior
to the settlement of the terminated portion of this con-
tract, the Contractor may file with the Contracting Offi-
cer a request in writing for an equitable adjustment of
the price or prices specified in the contract relating to
the continued portion of the contract (the portion not
terminated by the Notice of Termination), and such eq-
uitable adjustment as may be agreed upon shall be
made in ?uch price or prices.
(j) The Government may from time to time, under
such terms and conditions as it may prescribe, make
partial payments and payments on account 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 shall be within the amount to which the
Contractor will be entitled hereunder. If the total of
such payments is in excess of the amount finally agreed
or determined to be due under this clause, such excess
ClAupon demand, Toge her(Vi in"MMn uted at the
rate of 6 percent per annum, for the period from the
date such excess payment is received by the Contractor
to the date on which such excess is repaid to the Gov -
ernment; provided, however, that no interest shall be
charged with respect to any such excess payment at-
tributable to a reduction in the Contractor's claim by
reason of retention or other disposition of termination
inventory until ten days after the date of such retention
or disposition, or such later date as determined by the
Contracting Officer by reason of the circumstances.
(k) Unless otherwise provided for in this contract,
or by applicable statute, the Contractor, from the ef -
fective date of termination and for a period of three
years after final settlement under this contract, shall
preserve and make available to the Government at all
reasonable times at the office of the Contractor but
without direct charge to the Government, all his books,
records, documents, and other evidence bearing on the
costs and expenses of the Contractor under this con-
tract and relating to the work terminated hereunder,
or, to the extent approved by the Contracting Officer,
photographs, micro-photographs, or other authentic
reproductions thereof.
Approved For Release 2001/03/02 : IA-RDP78-04782A000100090011-0