The URL can be used to link to this page

Home My WebLink About15802 ORD - 10/01/1980, AN ORDINANCE AUTHORIZING SUBMISSION OF A GRANT APPLICATION TO THE EQUAL EMPLOYMENT OPPORTUNITY COMMISSION FOR $43,313 FOR THE RESOLUTION OF 105 NEW CHARGES OF EMPLOYMENT DISCRIMINATION A SUBSTANTIAL COPY OF WHICH GRANT APPLICATION IS ATTACHED HERETO MARKED EXHIBIT "A" AND MADE A PART HEREOF; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager be and he is hereby authorized to submit a grant application to the Equal Employment Opportunity Commission for funds in the amount of $43,313 for the resolution of 105 new charges of employment discrimination, a substantial copy of which grant application is attached hereto and made a part hereof, marked Exhibit "A". Section 2. The necessity to authorize the City Manager to submit a grant application to the Equal Employment Opportunity Commission at the earliest practicable date creates a public emergency and an imperative public necessity requiring the suspension of the Charter rule that no ordinance or resolution shall be passed finally on the date of its introduction but that such ordinance or resolution shall be read at three several meetings of the City Council, and the Mayor having declared that such emergency and necessity exist, having requested the suspension of the Charter rule and that this ordinance be passed finally on the date of its introduction and take effect and be in full force and effect from and after its passage, IT IS ACCORDINGLY SO ORDAINED, this the Id day of October, 1980. ATTEST: APPROVED: / DAY OF OCTOBER, 1980 J. BRUCE AYCOCK, CITY ATTORNEY By L..1 • Assistant Cit 15802 THE CITY OF CORPUS CHRISTI, TEXAS Ltviw ISg) 271984 $ :ORM 26. JULY 1966' ERVICES ADMINISTRATION . REG. (A ICFRI 1-16.101 AWARD/CONTRACT PAGE IF 1 I. CONTRACT ,(yProc. Intr. !dons.) NO. 1/5010/0023 2 EFFECTIVE DATE 3. REQUISITION/PURCHASE REQUEST/PROJECT NO. A. CERTIFIED FOR NATIONAL DEFENSE REG. 2 AND/OR 0195 REG. 1. RATING, VI 6A 5. 1555ED BY CODE 6. ADMINISTERED BY CODE I 7. DEUVERY POE DE5n. ❑ NATION OTHER(see 0 below) (f/ other Aso 6690 5) Houston District Office Federal Bldg., Room 1101 2320 LaBranch Houston, Texas 77004 Equal Employment Opportunity Commission Contracts/Grants & Procurement Division 2401 "E" Street, N. W. -Room 3200 Washineton D. C. 205 6 'B. CONTRACTOR CODE j FACILITY CODE 9. DISCOUNT FOR PROMPT PAYMENT - •. NAME AND ADDRESS = 7 i (sr...:.907, Corpus Christi Human Relations Commission andn' star`' POBox 9277 'LIP cot) .. 901 N. Shoreline Corpus Christi, Texas 78408 f 10. SUBMIT INVOICES (4 copses :pec f<d) TO ADDRESS SHOWN 9nitr< otherwise IN BLOCK- 11. SHIP TO/MARK FOR CODE I I 12. PAYMENT WILL BE MADE BY CODEL EEOC - Finance Branch 2401 E Street,, N, W. - Room 3228 Washington, D. C. 20506 N/A 10 U.S.C. 2304 (aR 13. THIS PROCUREMENT WAS 0 ADVERTISED, ® NEGOTIATED, PURSUANT TO ® 91 U.S.C. 252 (c)( 1 I, ACCOUNTING AND 09,906010110N DATA APPROPRIATION DATA: 4510100 • ACCOUNTING DATA: 1/5010/4100 15. ITEM NO. 16. SUPPLIES/SERVICES 17. QUANTITY 18. UNIT 19. UNIT PRICE 20. AMOUNT 1. 2. • Processing of New Charges, FEP-Agency FY -81 Resolution Contracts. Reports This awgrd is contingent upon enactment by Congress of the appropration bill for EEOC for fiscal year 1981. FIRM FIXED PRICE CONTRACT 105 $412.50 $43,313.00 21. TOTAL AMOUNT OF CONTRACT $ 43 313.00 CONTRACTING OFFICER WILL COMPLETE BLOCK 22 OR 26 AS APPLICABLE 22. CONTRACTOR'S NEGOTIATED AGREEMENT (Contractor is rrypirrd to sign this document and 'darncopies so issuing fee) Contractor o9reer • to furnish and deliver all items or perform all the ,.,vices set forth or otherwise identified above and an any cent,nuanon sheets far the consideration stated her.., The right. and obligations of the parties to this contract shall be sub,. to and go,. owned by the fallowing documents, (al thio w ord/rae, (bl the solicitation, if any, and (c) such provisia repes.o,Rcanons, and specifications, a attached or ncarparnted by reference herein. (Attachments arc hued hrrun ) 26. ❑ AWARD (Contra:tar a not required to sign thn d9ume,A) Your ober an Solicitation Number Including 16e additions at changes mode by you .Mch additions or changes are set forth ,n lull ober.... hereby accepted a. 1C the Owns hoed above and on any continuation sheets. Th,. and consummates die contract which consists of the fallowing documents; (al M. Go.ernment's solicitation and your offer. and (1,1 6o, award/contract. No further contractual doment is necessary w 23. NAME OF CONTRACTOR ' 67 27. UNITED STATES OF AMERICA BY (Signature of Contraa,n9 ORcowl (Signature of person authorised to sign) 24. NAME AND TOLE Of SIGNER (Type or print) R. Marvin Townsend, City Manager 23. DATE SIGNED 28. NAME OF CONTRACTING OFFICER (Type or petite) • 29. DATE SIGNED 26-105 .*I.9 610'1 ,]T -U-211-:410 ;3U_ '1/5010/0023 SECTION E - SERVICES ITEM NUMBER DESCRIPTION AMOUNT 1 Processing of 105 New Charges,i.e. charges filed on or after October 1, 1979, at the price of $ 412.50 per $ 43,313 charge by the FEP Agency,, using the period October 1, 1980 and September 30, 1981. TOTAL PRICE $ 43,313 4-2 SECTION F: SPECibLCATIONS 1. Development and Maintenance of Effort Whereas, there is an acknowledged need to insure the employment rights of individuals granted by Federal; State and Local anti -discrimination laws, and, Whereas, the Equal Employment Opportunity Commission is authorized by statute to utilize the services of State and local FEP Agencies to assist it in meeting its statutorymandate to enforce TITLE VLI of the Civil Rights Act of 1964, as amended, and, Whereas, the Equal Employment Opportunity Commission pursuant to Congressional mandate to establish and integrated system for more expeditious processing of employment discrimination charges has committed itself to developing such a system in partnership with Fair Employment Practice Agencies, Now, Therefore, the FEP agency hereby agrees to cooperate with the Equal Employment Opportunity Commission in the development of a national, integrated employment discrimination charge processing system by pursuing various objectives which include, but are not limited to, the following: (a) Implementation by the FEP Agency of expedited procedures which provide for professionalized intake, resolution of new charges on a current basis, significant emphasis upon voluntary settlements prior to determination, and for the accelerated reduction of the FEP agency's existing inventory of charges; (b) The training of FEP agency personnel in rapid charge processing and inventory reduction procedures compatible with those of the EEOC; (c) Utilization by the FEP agency of an employment discrimination charge from which, is acceptable. to the EEOC and the FEP agency; (d) Utilizztion by the FEP agency of processing terminology (such as common language pertaining to types of closures) that is the same as or com- patible with that utilized by the Commission; (e) Implementation of an internal management system by the i!EP agency which governs its early charge resolution and inventory reduction systems by establishing annual charge resolution objectives, quantitative and qualitative goals, and timeframes for charge processing; and establishment of monitoring mechanism(s) which fix accountability and track the FEP agency's progress in meeting its objectives during the course of the contract year. 5-1 (f) the development of a national record keeping system by the Commission and the FEP Agency which records all actions on charges filed with the Commission and the FEP Agency; (g) the development of a system to insure that the Commission and the rt.e Agency maintain compatible procedural and substantive standards; and (h) the identification by the FEP Agency and the Commission of legislative changes that may be appropriate for the establishment of integrated and efficient charge processing systems. The FEP Agency further agrees that when agreement on implementation on any of the above mentioned items is reached, such agreement shall be incorporated in a memorandum of understanding and/or worksharing agreements providing for implementation at the earliest possible date. It is further understood and expressly agreed to by both parties to this contract that, as a condition to the maintenance of this contract, the FEP Agency shall: (a) implement in cooperation with the Commission, a system which permits each party to perform various functions on behalf of the other, inter alia, accepting charges for each other, within - h statutory limits as may exist; and. (b) commit itself to maintenance of effort. It is the intention of the EEOC to purchase services from the FEP agency. Therefore, should the FEP Agency or the governmental body which provides its funds reduce the FEP Agency's resources in anticipation of or as a result of EEOC contract funds, it is expressly agreed and fully under- stood that the EEOC shall consider such reduction in FEP Agency resources to be a material breach of this contract which may require the FEP agency to return all or a portion of the funds provided by the EEOC under this contract. It is understood and expressly agreed to by both parties to this contract that, as a condition to the maintenance of this contract, there be a Work - sharing Agreement in effect between the FEP Agency and the EEOC. It is understood and agreed to that, at a minimum the Worksharing Agreement contain a provision effecting a waiver of exclusive jurisdiction/initial processing by the FEP Agency over a certain percentage of charges so as to permit and effect a rational distribution of workload between the FEP Agency and the EEOC. The percentage of charges to be so waived shall be determined by voluntary negotiation between the FEP Agency and the appropriate EEOC District Office. 5-2 2. Processing of Charges (a) The FEP Agency as the Contractor, covenants and agrees for adequate consideration, as stated in Section E, during the term of this contract to process indivirl„a1 charges of employment discrimination which have been dual -filed and/or deferred to the Agency by the Commission. The District Director shall be responsible for transmitting charges to the Agency. The Agency further covenants and agrees that acceptable resolutions shall include no cause findings, successful settlements, successful conciliations, administrative closures, and final orders issued following and pursuant to administrative strative hearings. No contract credit will be awarded by EEOC for closures by the FEP Agency based on no jurisdiction (except in cases where an investigation is actually required to determine jurisdiction) and closure based on the charging party's failure to establish a bona fide charge. (b) All charges processed under this Contract by the FEP Agency shall be processed as follows: (1) All Charges will be evaluated and determination made in accordance with the theories of non-discrimi- nation in employment as developed under Title VII of the Civil Rights Act of 1964 as amended. (2) Investigation and resolution of in- divid+,a1 charges pursuant to this agreement shall be conducted in a manner designed to effectuate relief for the charging party and shall be carried out as expeditiously as possible. (3) All final actions for which payment is requested under this contract will be processed in compliance with EEOC Order 916, Appendix A, Substantial Weight Review Procedures. (4) Charges processed pursuant to this agreement will be designated on a monthly status report from the Agency to the Commission's District Office. (5) All charges will be processed by the Agency in accordance to, and consistent with the applicable State and Local Law of the Agency. 5-3 (c) Charges processed under this contract shall be new charges, i.e. charges of employment discrim- ination filed on or before October 1, 1979, and shall be in addition to any charge processing resulting from any contract(s) for the Resolution of Backlog Charges that may be in effect between the FEP Agency and the EEOC during the term of this contract. 5-4 SECTION G- PRESERVATION, PACKAGING, AND PACKING ITEM 1 - Charge/case file materials and reports to be furnish to the District Office shall be adequately packaged to assure safe delivery at the designated office. ITEM 2 - FEP Agency shall preserve all case file and records relevant to all charges or actions until final disposition of such charges or action by the FEP Agency and the Commission and other federal authorities including federal courts. 6-1 SECTION H - DELIVERIES OR PERFORMANCE The work to be performed hereunder shall be completed by September 30, 1981. A. The FEP Agency shall submit for each month during the period of performance a Monthly Report to the District Office pertaining to charges resolved and submitted to the District Office for substantial weight review. This Monthly Report shall consist of 1) EEOC Form 322 completed according to the instructions set forth in the April 22, 1980 memorandum of the Director of the Office of Field Services (entitled "Procedures Related to Revised EEOC Form 322 Reporting Re- quirements Under Charge Resolution Contracts") and 2) of the banking "detail" sheet required by said memorandum. The Monthly Report will be submitted beginning with month of October 1980, due on or before November 8, 1980. The Monthly Report must be submitted to and received by the Contract Administering Office (the Commission's District Office) not later than the 8th calendar day of each subsequent month (See Section K). B. Separately, the FEP Agency shall furnish to the Office of Field Services, State and Local Division, Washington, D.C. written reports as may be expressly required by that tacit. 7-1 SECTION I - INSPECTION AND ACCEPTANO Inspection and Acceptance shall be made by the contract administering Officer or his/her designee on behalf of the Director, Office of Field Services, Equal Employment Opportunity Commission. Inspection and Acceptance shall be made pursuant to standards set forth in EEOC's Compliance Manual and in EEOC Order 916, Appendix A. Substantial Weight Review Procedures. 8-1 SECTION J - SPECIAL PLOVISIONS The Special Provisions of this contract are as follows: J-1 MAINTENANCE OF EFFORT It is the intention of the EEOC to provide funds to the FEP Agency in order to supplement it's current level of funding. Therefore, should the FEP Agency or the governmental body which provides its fund reduce the FEP Agency's resources in anticipation of or as a result of EEOC contract fiords, the EEOC may consider such reduction in FEP Agency resources to be a material breach of this contract which requires the FEP Agency to return all or a portion of the funds provided by the EEOC under this contract. J-2 CONTRACT HE= REPRESENTATIVE (HEADQUARTERS) The Director of the Office of Field Services is designated the over- all Government's Contract.N nitor Representative. In this capacity, the overall Contract Monitor will provide guidance and direction to the Contract Administering Officer. J-3 CONTRACT ADNENISTERING OFFICER The Contract Administering Officer is the District Director designated in Biock #6 of the SF -26, who shall perform necessary liaison with the Contractor. The Contract Administering Officer shall monitor the contract for the Director, Office of Field Services and provide the the Contractor with technical guidance. Technical guidance shall mean filling in details or otherwise explaining the scope of work and the requirements set forth in the contract. It is intended that the details or suggestions furnished shall be within the general scope of work as set forth in the contract and shall not constitute any changes in terms and conditions of the contract. The Contract Administering Officer has the responsibility for monitoring and evaluating all phases of the Contractor's performance in order to determine compliance with the technical requirements of the contract. J-4 DISTRICT OFFICE STATE AND LOCAL UNIT SUPERVISOR The District Office State and Local Unit Supervisor is the designee of the Contract Administering Officer in connection with the perform- ance of this contract. The State and Local Unit Supervisor shall monitor the contract for the Contract Administering Officer and provide the Contractor with technical guidance. Technical guidance shall mean filling in the details or otherwise explaining the scope of work and the requirements set forth in the contract. It is intended that the details or suggestions furnished shall be within the general scope of work as set forth in the contract and shall not constitute any changes in terms or conditions of the contract. The State and 9-1 Local Unit Supervisor has the responsibility for monitoring and evaluating all phases of the Contractor's performance in order to determine compliance with the technical requirements of the contract. J-5 Title to equipment and furniture purchased with funds available under this contract shall vest with the FEP Agency upon acquisition or as soon thereafter as feasible without further obligation to the Goverment. The FEP Agency agrees, as a condition to taking title, that no charge will be made to the Government for any depreciation, amortization, or use charge with respect to such equipment under any existing or future Government contract or subcontract thereunder. J-6 RIGHTS IN DATA The Goverment and the FEP Agency shall exercise joint ownership over all case files, created and developed in the performance of this con- tract. The Goverment shall have access to such case files at all reasonable times while they are in the possession of the FEP Agency. The FLY Agency shall have access to such case files at all reasonable time while they are in the possession of the Equal Employment Opportunity Commission. No case files, reports, studies, findings or other information collected or created in the performance of this contract shall be released by the FEP Agency except as authorized in accordance with TITLE VII Confidentiality Provisions. 3-7 INDEMNIFICATION The FEP Agency agrees to indemnify the Government, its officer, agents, employees and assignees, for all claims of any nature arising out of performance of this contract, including costs and expenses resulting from such claims. J-8 ACKNOWLEDGEMENT OR SPONSORSHIP The FLY Agency agrees that in the communication or relaase of all information concerning work performed or work to be performed under this contract, such communication or release, whether in writing or otherwise, shall be jointly approved by the Contract Administering Officer and the FEP Agency, and shall include a statement to the effect that the project or effort depicted was or is co-sponsored by the Equal Employment Opportunity Commission. 3-9 SUPERVISION AND LIAISON The Equal Employment Opportunity through its Director, Office of Field Services has delegated to the District Director, responsibility on behalf of the Government for reviewing the FEP Agency compliance with the contract and evaluating the PEl' Agency performance according to the Scope of Work of the Contract. 9-2 J-10 DIRECT AND INDIRECT COSTS FEP Agencies are hereby informed that no additional funds will be added for direct or indirect costs that are not already included in the total cost of this contract. J-11 PATMENT INSTRUCTIONS A. This contract is subject to the voucher method of financing. The Contractor has selected Option B as the method under which it wishes payments to be made during the term of the contract. The Option selected has been signed by the Contractor, is attached, and by reference is incorporated into this subsection. B. Invoice Instructions (a) General. Strict compliance with the instruction will facilitate early payment of invoices. No payment, how- ever, can be made until this contract and subsequent modifications are returned, properly executed, to the Equal Employment Opportunity Commission, 2401 E Street, N.W., Washington, D.C. 20506, Attn: Contracting Officer, Room 3200. (b) Invoice Forms. The Contractor must use copies of the "Public Voucher for Purchases and Services Other Than Personal", Standard Form 1034. Copies of the form may be obtained from the Contract Administering Office. Payments shall be invoiced in accordance with the payment schedule attached to this contract. Step 1 The Contractor will prepare, sign and submit copies of "Public Voucher for Purchases and Services Other than Personal", Standard Form 1034, to the Contract Adminis- tering Officer. Vouchers for advance payments must be received by the Contract Administering Officer by the 10th of the ucnth if payment is wished near the first of the subsequent month. Vouchers for payment of charge resolutions actually produced should be submitted to the Contract Administering Officer as soon after the completion of a Fiscal Quarter as possible, and nest be accompanied by copies of the Contractor's EEOC Form 322, "FEP Agency - Monthly Statistical Report". The Con- tractor will type the following certification in the "Articles or Services" section of each Form 1034 sub- mitted: "Contractor certifies that all final actions for which payment is requested were processed in com- pliance with EEOC Order 916, Appendix A, "Substantial Weight Review Procedures". 9-3 Step 2 - The Contract Administering Officer ui11 receive and review the Standard Form 1034. If found correct and proper for payment, the Contract Administering Officer will sign the Standard Form 1034. The Contract Administering Officer, however, is empowered to modify payment amounts on vouchers submitted for actual pro- duction payment based upon assessment of final actions received and accepted, and will advise the Contractor of any modifications made and the reasons therefore. Step 3 The Contract Administering Officer will detach one yellow copy of Standard Form 1034, then mail the original and remaining copies of the Standard Form 1034 to: Equal Employment Opportunity Commission Finance Branch 2401 E Street, N.W. - Room 3228 Washington, D.C. 20506 Step - 4 The Contract Administering Officer will mail the detached yellow copy to the Contracting Officer for inclusion in the contract file, addressed as follows: Equal employment Opportunity Commission Director, Contract and Procurement Division 2401 E Street, N.W. - Roan 3200 Washington, D.C. 20506 J-12 NOTICE OF ADVERSE COURT ACTION The Contractor will provide written notice to the Director, State and Local Division, Office of Field Services, of any adverse local, state or federal court decision issued against the Contractor relevant to the Equal Opportunity clauses, Section L, of this contract. Such notice shall be provided within 10 days of the court's decision. 9-4 SECTION K - GOVERNMENT CONTRACT CONTACT Contracting Officer: Place of Acceptance: Accounting and Appropriation Data: Contract Administration Office: Contract Monitor Representative: Paying Oftice: rte Agency Contract and Address (The address to which payments should be mailed by the Govern- ment) Contract Administering Office: District Office: Contract Specialist: 10-1 William B. Jackson EEOC, Contracting Officer Telephone: (202) 634-7674 See Section 1 of the Schedule See Block 14 of Standard Form 26 See Administration Office in Block 6 of Standard Form 26 Martin 1. Slate, Acting Director Office of Field Services EEOC, Finance Branch 2401 E Street, N.W., Room 3228 Washington, D. C. 20506 Telephone: (202) 634-7050 See Block 8 of SF- 2b See Clause J-3 District Director (See Block 6 of SF -26) William Jackson Contracts & Procurement Division 2401 E Street, N.W., Room 3600 Washington, D.C. 20506 Telephone: (202) 634-7674 STATE AND LOCAL (FIRM FIXED PRICE CLAUSES) SECTION L - GENERAL PROVISIONS INDEX OF GENERAL PROVISIONS TITLE PAGE NUMBER L-1 Definitions 11-1 L-2 Changes 11-1 L-3 Extras 11-1 L-4 Variation in Quantity 11-2 L-5 Inspection 11-2 and 11-3 L-6 Responsibility for Supplies 11-3 L-7 Payments 11-3 L-8 Assignment.of Claims 11-3 and 11-4 L-9 Federal, State, and Local Taxes 11-4 and 11-5 L-10 Default 11-5 and 11-7 L-11 Disputes 11-7 L-12 Buy American Act 11-7 and 11-8 L-13 Contract Work Hours and Safety Standard Act - Over- time Compensation 11-8 and 11-9 L-14 Equal Opportunity Clause 11-9 and 11-10 L-15 Officials Not To Benefit 11-10 L-16. Covenant Against Contingent Fee 11-10 L-17 Termination for Convenience Of The Government 11-10 L-18 Pricing Of Adjustments 11-10 L-19- Examination of Records By Comptroller General 11-11 L-20 Notice and Assistance Regarding Patent and Copyright Infringement 11-11 L-21 Convict Labor 11-12 STATE AND LOCAL (FIRM FIXED PRICE CLAUSES) SECTION L - GENERAL PROVISIONS INDEX OF GENERAL PROVISIONS TITLE PAGE NUMBER L-22 Payment of Interest on Contractor's Claims 11-12 L-23 Utilization of Minority Business Enterprises 11-13 L-24 Price Reduction For Defective Cost or Pricing Data 11-13 L-25 Audit and Records 11-14 and 11-15 L-26 Subcontractor Cost or Pricing Data 11-15 and 11-16 L-27 Employment of the Handicapped 11-16 and 11-17 L-28 Disabled Veterans and Veterans of the Vietnam Era 11-17 and 11-18 L-29 Service Consract Act of 1965 (AS AMENDED) 11-19 and 11-25 L-30 Responsibilities of Contractor 11-25 L-31 Utilization of Labor Surplus Area Concerns 11-25 and 11-26 L-32 Clean Air and Water 11-26 and 11-27 L-33 Advance Payments 11-27 and 11-29 SECTION L - GENERAL PROVISIONS L-1 DEFINITIONS (1-7.102-1) (a) The term "head of the agency" or "Secretary" as used herein means the Secretary, the Under Secretary, any Assistant Secretary, or any other head or assistant head of the executive or military department or other Feddral agency; and the term "his duly authorized representative" means any person or persons or board (other than the Contracting Officer) authorized to act for the head of the agency or the Secretary. (b) The term."Contracting Officer" means the person executing this contract on behalf of the Government, and any other officer or civilian employee who is properly designated Contracting Officer; and the term includes, except as otherwise provided in this contract, the authorized representa- tive of a Contracting Officer acting within the limits of his authority. (c) Except as otherwise provided in this contract, the term "subcontract" includes purchase orders under this contract. L-2 CHANGES (1-7.102-2) The Contracting Officer may at any time, by a written order, and without notice to the sureties, make changes, within the general scope of this contract, in any one or more of the following: (1) Drawings, designs, or specifications, where the supplies to be furnished are to be specially manufactured for the Government in accordance therewith; (2) method of shipment and packing; and (3) place of delivery. If any such changes ' cause 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 equitable 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 Contract for adjust- ment under this clause must be asserted within 30 days from the date of " receipt by the Contractor of the notification of change: Provide, 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 property made obsolete or excess as a result of a change is included in the Contractor's claim for adjustment, the Contracting Officer shall have the right to pre- scribe 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 contract as changed. L-3 EXTRAS (1-7.102-3) Except as otherwise provided in this contract, no payment for extras shall be made unless such extras and the prices therefore have been authorized in writing by the Contracting Officer. • L-4 VARIATION IN QUANTITY (1-7.102-4) . 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 processess, and then only to the extent, if any, specified elsewhere in this contract. L-5 INSPECTION (1-7.102-5) (a) All supplies (which term throughout this clause includes without limitation raw materials, components, intermediate assembles, and end products) shall be subject to inspection and test by the Govern- ment, to the extent practical at all times and places including the period of manufacture, and in any event prior to acceptance. (b) In case any supplies or lots of supplies are defective 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 supplies which have been rejected or required to be corrected 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 Con- tractor 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 occasioned 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 the delivery 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". (c) If any inspection or test is made by the Government on the premises of the Contractor or a subcontractor, the contractor without additional charge shall provide all reasonable facilities and assistance for the safety and convenience of the Government inspectors in the performance of their duties. If Government inspection 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 otherwise provided in this contract: Provided, That in case of rejection the Government shall not be liable for any reduction 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 reserves the right to charge to the contractor any additional 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 reinspection or retest is necessitated by prior rejection. Acceptance or rejection of the supplies shall be made as promptly as practical after delivery, except as otherwise pro- vided in this contract; but failure to inspect and accept or reject 11-2 supplies shall neither relieve the contractor from responsibility for such supplies as are not in accordance with the contract requirements nor impose liability on the Government therefore. (d) The inspection and test by the Government of any supplies or lots thereof does not relieve the contractor from any responsibility regarding defects or other failures to meet the contract require- ments which may be discovered prior to acceptance. Except as otherwise provided in this contract, acceptance shall be con- clusive 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 covering 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 specified elsewhere in this contract. L-6 RESPONSIBILITY FOR SUPPLIES (1-7.102-6) 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, or damage results from the negligence of officers, agents or employees of the government acting within the scope of their employment; 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 loss, destruction or damage results from the gross negligence of officers, agents, or employees of the government acting within the scope of their employment. L-7 PAYMENTS (1-7.102-7) 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 herein provided. Unless otherwise specified, payment will be made on partial deliveries accepted by the government when the amount due on such deliveries so warrants. L-8 ASSIGNMENTS OF CLAIMS (1-30.703) (a) Pursuant to the provisions of the Assignment of Claims Act of 1940, as amended (31 U.S.C. 203, 41 U.S.C. 15), if this contract provides for payments aggregating $1,000 or more, claims for moneys due or to become due the contractor from the government under this contract may be assigned to 'a bank, trust company, or other financing in- stitution, 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 11-3 more than one party, exept 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. Unless otherwise provided in this contract, payments to assignee of any moneys due or to become due under this contract shall not, to the extent provided in said Act, as amended, be subject to reduction or setoff. (The preceding sentence applies only if this contract'is made in time of war or national emergency as defined in said Act and is with the Department of Defense, the General Services Administration, the Atomic Energy Commission, the National Aeronautics and Space Administration, the Federal Avaiation Agency, or any other department or agency of the United States designed 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, 66 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," 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. However, a copy of any part or all of this contract so marked may be furnished, or any infor- mation containedtherein may be disclosed, to such assignee upon the prior written authorization of the Contracting Officer. L-9 FEDERAL, STATE AND LOCAL TAXES (1-11.401-1) (a) Exept as may be otherwise provided in this contract, the contract price includes all applicable Federal, State and local taxes and duties. (b) Nevertheless, with respect to any Federal excise tax or duty on the 'transactions or property covered by this contract, if a statute, court decision, written ruling, or regulation takes effect after the contract date, and -- (1) (1) Results in the contractor being required to pay or bear the burden of any such Federal excise tax or duty or increase in the rate thereof which would not otherwise have been payable on such transactions or property, the contract price shall be increased by the amount of such tax or duty or rate increase: Provided, That the Contractor if requested by the contracting officer, warrants in writing that no amount for such newly imposed Federal excise tax or duty or rate increase was included in the contract price as a contingency reserve or otherwise; or (2) Results in the contractor not being required to pay or bear the burden of, or in his obtaining a refund or drawback of, any such Federal excise tax or duty which would otherwise have been payable on such transactions or property or which was the basis of any increase in the contract price, the contract price shall be decreased by the amount of the relief, refund, or drawback, or that amount shall be paid to government, as directed by the contracting officer. The contract price shall be similarly decreased if the contractor, through his fault or negligence or his failure to follow instructions of the contracting officer, is required to pay or bear the burden of, or does not obtain a refund or drawback of, any such Federal excise tax or duty. 11-4 A (c) No adjustment pursuant to paragraph (b) above will be made under this contract unless the aggregate amount thereof is or may reasonably be expected to berover $100. (d) As used in paragraph (b) above, the term "contract date" means the date set for the bid opening, or if this is a negotiated contract, the date of this contract. As to additional supplies or services procured by modification to this contract the term "contract date" means the date of such modification. (e) Unless there does not exist any reasonable basis to substain an exemption, the Government, upon request of the contractor, without further liability, agrees, except as otherwise provided in this. contract, to furnish evidence appropriate to establish exemption from any tax which the contractor warrants in writing was excluded from the contract price. In addition, the contracting officer may furnish evidence to establish exemption from any tax that may, pursuant to this clause, give rise to either an increase or decrease in the contract price. Except as otherwise provided in this contract, evidence appropriate to establish exemption from duties will be furnish only at the discretion of the contracting officer. (f) The contractor shall promptly notify the contracting officer of . matters which willresult in either an increase or decrease in the contract price, and shall take action with respect thereto as directed by the contracting officer. L-10 DEFAULT (1-8.707) (a) The Government may, subject to the provisions of paragraph (c) below, by written notice of default to the contractor, terminate the whole or any part of this contract in any one of the following circumstances: (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; or (ii) If the contractor fails to perform any of the other provision of this contract, or so fails to make progress as the 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 contracting officer specifying such failure. (b) in the event the Government terminate 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 officer may deem appropriate, supplies or services similar 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 contractor shall continue the performance of this contract'to the extent not terminated under the provisions of this clause. 11-5 (c) Except with respect to defaults of subcontractors, the contractor shall not be liable for any excess 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 include, but are not restricted to acts of god or of the public enemy, acts of the govern- ment in either its sovereign or contractual capacity,'fires, •floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather; but in every case the failure to perform must be beyond the control and with- out the fault or negligence of the contractor. If the failure to perform is caused by the default of a sub -contractor, and if such default arises out of causes beyond the control of both the contractor and subcontractor, 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 sub -contractor were obtainable 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, in addition 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 directed by the contracting officer, (1) any completed supplies, and (ii) such partially completed supplies and materials, parts, 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 Con- tractor shall, upon direction 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 manufacturing materials delivered to and accept 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 ques- tion of fact within the meaning of the clause of this contract entitled "Disputes." The government may withhold from amounts otherwise due the contractor for such completed supplies or manufacturing materials such sum as the contracting officer determines to be necessary to protect the government against loss because of outstanding liens or claims of former lien holders. (e) If, after notice of termination of this contract under the provision of this clause, it is determined for any reason that the contractor was not in default under the provisions of this cluase, or that the default was excusable under the provisions of this clause, the rights and obligations of the parties shall, if the contract contains a clause providing for termination for convenience of the government, be the same as if the notice of termination has been issued pursuant to such clause. If, after notice of termination of this contract under the provisions of this clause, it is determined for any reason that the contractor was not in default under the provisions of this clause, and if his contract does not contain a clause providing for termination for convenience of the 11-6 Government, the contract sha71 be equitably adjusted to compensate for such termination and the contract modified accordingly; failure to agree to any such adjustment shall be a dispute concerning a question of fact within the meaning of the clause of this contract entitled "Disputes." (f) 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. (g) As used in paragraph (c) of this clause, the terms "subcontractor" and "sub -contractors" means subcontractor(s) at any tier. L-11 DISPUTES (1-7.02-12) (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 Officer, sho shall reduce his decision to writing and mail or other - wide furnish a copy thereof to the contractor. 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 Chair. The decision of the Secretary of his duly authorized representative for the determination of such appeals shall be final and conclusive unless determined by a court of competent jurisdiction to have been fraudulent, or capricious, or arbitrary, or so grossly erroneous as necessarily to imply bad faith, or not supported by substantial evidence. In connection with any appeal proceeding under this clause, the contractor shall be afforded an opportunity to be heard and to offer evidence in support of its appeal. Pending final decision of a dispute hereunder, the contractor shall proceed diligently with the performance of the contract and in accordance with the contracting officer's decision. (b) This "Disputes" clause does not preclude consideration of law questions in connection with decisions provided for in paragraph (a), above: Provided, That nothing in this contract shall be construed as making final the decision of any administrative official, represen- tative, or board on a question of lata. L-12 BUY AMERICAN ACT (1-6.104-5) (a) In acquiring end products, The Buy American Act (41 U.S.Codes 10a -10d) provides that the Government give preference to domestic source end products. For the purpose of this clause: (i) "Components" means those articles, materials and supplies, which are directly. incorporated in the end products, (ii) "End Products" means those articles, materials, 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 pro- duced 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 exceed 50 percent of the cost of all its components. For the purpose of this (a) (iii) (B), components of foreign origin of the same type or kind as the products referred to in (b) (ii) or (iii) of this clause shall be treated as 11-7 components mined, produced, or manufactured in the United States. (b) The Contractor agrees that there will be delivered 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 commercial 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 accordance with Executive Order No. 10582, dated December 17, 1954.) L-13 CONTRACT WORK HOURS AND SAFETY STANDARD ACT - OVERTIME COMPENSATION (1-12.303) This contract, to the extent that it is or a character specified in the contract Work Hours and Safety Standard Act (40 U.S.C. 327-333), is subject to the following provisions and to all other applicable pro- visions and exceptions of such Act and the regulations of the Secretary of Labor thereunder. (a) Overtime requirements. No Contractor or Subcontractor contracting for any part of the contract work which may require or involve the em- ployment of laborers, mechanics, apprentices, trainees, watchmen, and guards shall require or permit any laborer, mechanic, apprentice, trainee, watchman, or guard .in any workweek in which he is employed on such work to work in excess of 8 hours in any calendar day or in excess of 40 hours in such workweek on work subject to the provisions of the Contract Work Hours and Safety Standards Act unless such laborer, mechanic, apprentice, trainee, watchman, or guard receives compensation at a rate not less than one and one-half times his basic rate of pay for all such hours worked in excess of 8 hours in any calendar day or in excess of 40 hours in such workweek, whichever is the greater number of overtime hours. (b) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the provisions of paragraph (a), the Contractor and any subcontractor responsible therefore shall be liable to any affected employee for his unpaid wages. In addition, such contractor and sub- contractor shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with repect to each individual laborer, mechanic, trainee, watchman, or guard employed in violation of the provisions of paragraph (a) in the sum of $10 for each calendar day on which such employee was required or permitted to be employed on such work in excess of 8 hours or in excess of his standard workweek of 40 hours without payment of the overtime wages required by paragraph (a). (c) Withholding for unpaid wages and liquidated damages. The Contracting Officer may withhold from the Government Prime Contractor, from any moneys payable on account of work perfomed by the Contractor or subcontractor, such sums as may administratively be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the provisions of paragraph(b). (d) Subcontracts. The Contractor shall insert paragraphs (a) through (d) of this clause in all subcontracts, and shall require their inclusion in all subcontracts of any tier. 11-8 (e) Records. The Contractor shall maintain payroll records containing the information specified in 29.CFR 516.2(a). Such records shall be preserved for 3 years from the completion of the contract. L-14 EQUAL OPPORTUNITY CLAUSE (1-12.803-2) (a) The Contractor will not dicriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex or national origin. Such action shall included, but not be limited to, the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer seeting forth the provisions of this Equal Opportunity Clause. (b) The Contractor will,_in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will recieve consideration for employment without regard to race, color, religion, sex, or national origin. (c) The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding a notice, to be provided by the agency Contract- ing Officer, advising the labor union or workers representative of the Contractor's commitments under this Equal Opportunity Clause, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (d) The Contractor will comply with all provisions of Executive Order No. 11246 of September 24, 1965 and of the rules, regulations, and relevant orders of the Secretary of Labor. (e) The Contractor will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contract- ing agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (f) In the event of the Contractor's noncompliance with the Equal Opportunity Clause of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended, in whole or in part and the contractor may be declared in- eligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions as may be imposed and remedies invoked as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. (g) The Contractor will include the provisions of paragraphs (a) through (g) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. 11-9 The contractor will take such action with respect to any subcontract or purchase order as the contracting agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, That in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontract or vendor as a result of such direction by the Contracting Agency, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. L-15 OFFICIALS NOT TO BENEFIT (1-7.102-17) No member of or delegate to Congress, or resident commissioner, shall be admitted to any share or part of this contract, or to any benefit that may arise therefrom; but this provision shall not be construed to extend to this contract if made with a corporation for its general benefit. L-16 COVENANT AGAINST CONTINGENT FEE The contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or under- standing for a commission, percentage, brokerage, or contingent fee, ex- cepting bona fide employees or bona fide established commerical 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 discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. L-17 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (1-8.705-1) Termination Clause for fixed price contracts. (a) Applicable to (i) supply contracts not in excess of $100,000, and (ii) service contracts of any amount. This Contracting Officer, by written notice, may terminate this contract, in whole or in part, when it is in the best interest of the Government. If this contract is for supplies and is so terminated, the Contractor shall be compensated in accordance with Part 1-3 of the Federal Procurement Regulations (41 CFR 1-8), in effect on this contract's date. To the extent that this contract is for services and is so terminated, the Government shall be liable only for payment in accordance with the payment provisions of this contract for services rendered prior to the effective date of termination. (b) Applicable to supply contracts in excess of $100,000. The clause set forth in 41 CFR 1-8.701 is applicable if this contract is in excess of $100,000. L-18 PRICING OF ADJUSTMENTS (1-7.102-20) When casts are a factor in any determination of a contract price adjustment pursuant to the "Changes" clause or any other provisions of this contract, such costs shall be in accordance with the contract cost principles and procedures in Part 1-15 of the Federal Procurement Regulations (41 CFR 1-15) or Section XV of the Armed Services Procurement Regulations in effect on the date of this contract. ' L-19 EXAMINATION OF RECORDS BY COMPTROLLER GENERAL (1-7.103-3) (a) This clause is applicable if the amount of this contract exceeds $10,000 and was entered into by means of negotiation, including small business restricted advertising, but is not applicable if this contract was entered into by means of formal advertising. (b) The Contractor agrees that the Comptroller General of the United States or any of his duly authorized representatives shall, until the expiration of 3 years after final payment under this contract or such lesser time specified in either Appendix M of the Armed Services Pro- curement Regulation or the Federal Procurement Regulations Part 1-20, as appropriate, have access to and the right to examine any directly pertinent books, documents, papers, and records of the Contractor involving transactions related to this contract. (c) The Contractor further agrees to include in all his subcontracts hereunder a provision of the effect that the subcontractor agrees that the Comptroller General of the United States of any of his duly authorized representatives shall, until the expiration of 3 years after final payment under the subcontract or such lesser time specified in either Appendix M of the Armed Services Procurement Regulation or the Federal Procurement Regulations Part 1-20, as appropriate, have access to and the right to examine any directly pertinent books, documents, papers, and records of such subcontractor, involving trans- actions related to the subcontract. The term "subcontract" as used in this clause excludes (1) purchase orders not exceeding $2,500 and (2) subcontracts or purchase orders for public utility services at rates established for uniform applicability to the general public. (d) The periods of access and examination described in (b) and (c) above, for records which relate to (1) appeals under the "Disputes" clause of this contract, (2) Litigation or the settlement of claims arising out of the performance of this contract, or (3) costs and expenses of this contract as to which exception has been taken by the Comptroller General or any of his duly authorized representatives, shall continue until such appeals, litigation, claims, or exceptions have been disposed of. L-20 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT (1-7.103-4) (a) The contractor shall report to the Contracting Officer, promptly and in reasonable written detail, each notice or claim of patent or copyright infringement based on the performance of this contract of which the Contractor has knowledge. (b) In the event of any claim or suit against the Government, on account of any alleged patent or copyright infringement arising out the performance of this contract or out of the use of any supplies furnished or work or services performed hereunder, the Contractor shall furnish to the Government, when requested by the Contracting Officer, all evidence and information in possession of the Contractor pertaining to such suit or claim. Such evidence and information shall be furnished at the expense of the Government except where the Contractor has agreed to indemnify the Government. L-21 CONVICT LABOR (1-12.204) In connection with the performance of work under this contract, the Contractor agrees not to employ any person undergoing sentence of imprisonment except as provided by Public Law 89-176, September 10, 1965 (18 U.S.C. 4082(c)(2)) and Executive Order 11755, December 29, 1973. L-22 PAYMENT OF INTEREST ON CONTRACTORS' CLAIMS (1-1.322) (a) If an appeal if filed by the contractor from a final decision of the Contracting Officer under the Disputes clause of this contract, denying a claim arising under the contract, simple interest on'the amount of the claim finally determined owed by the Government shall be payable to the Contractor. Such interest shall be at the rate deter- mined by the Secretary of the Treasury pursuant to Public Law 92-41, 85 Stat. 97, from the date the Contractor furnishes to the Contracting Officer his written appeal under the Disputes clause of this contract, to the date of (1) a final judgment by a court or competent juris- diction, or (2) mailing to the Contractor of a supplemental agreement for execution either confirming completed negotiations between the parties or carrying out a decision of a board of contract appeals. (b) Notwithstanding (a), above, (1) interest shall be applied only from the date payment was due, if such date is later than the filing of appeal, and 72) interest shall not be paid for any period of time that the Contracting Officer determines the Contractor has unduly delayed in pursuing his remedies before a board of contract appeals or a court of competent jurisdiction. 11-12 L-23 Utilization of Small Business Concerns and Small Business Concerns Owned and Controlled by Socially and Economically Disadvantaged In- dividuals. (a) It is the policy of the United States that small business con- cerns and small business concerns owned and controlled by socially and economically disadvantaged individuals shall have the maximum practicable opportunity to participate in the performance of con- tracts let by any Federal agency. (b)• The contractor hereby agrees to carry out this policy in the awarding of subcontracts to the fullest extent consistent with the efficient performance of this contract. The contractor further agrees to cooperate in any studies or surveys that 'may be conducted by the Small Business Administration or the contract- ing agency which may be necessary to determine the extent of the contractor's compliance with this clause. (c) (1) The term "small business concern" shall mean a small business as defined pursuant to Section 3 of the Small Business Act and in relevant regulations promulgated pursuant thereto.1 (2) The term "small business concern ownea.and controlled by soci- ally and economically disadvantaged individuals" shall mean a small business concern - (i) which is at least 51 per centum owned by one or more socially and economically disadvantaged individuals; or in the case of any publicly owned business, at least 51 per centum of the stock of which is owned by one or more socially and economically disadvan- taged individuals; and (ii) whose management and daily business operations are controlled by one or more of such individuals. The contractor shall presume that socially and economically disad- _vantaged individuals include Black Americans, Hispanic Americans, Native Americans, and other minorities, or any other individual found to be disadvantaged by the Small Business Administration pursuant to section 8(a) of the Small Business Act. (d) Subcontractors shall provide a notarized statement to the contrac- tor certifying their status as either a small business concern or a small business concern owned and controlled by socially and econ- omically disadvantaged individuals. . L-24 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA (1-3.814-1(a)) If any price, including profit or fee, negotiated in connection with this contract or any cost reimbursable under this contract was increased by a significant sum because: (a) The Contractor furnished cost or pricing data which was not accurate, complete and current as certified in the Contractor's Certificate of Current Cost of Pricing Data, (b) A subcontractor, pursuant to the clause of this contract entitled "Subcontract Cost or Pricing Data" or "Subcontractor Cost of Pricing Data Price Admustment" or any subcontract clause therein required, furn- ished cost or pricing data which'was not accurate, complete and current 11-13 as certified in the subcontractor's Certificate of Current Cost of Pricing Data; ' (c) A subcontractor or prospective subcontractor furnished cost or pricing data which was required to be accurate complete and current and to be submitted to support a subcontract cost estimated furnished by the Contractor but which was not accurate, complete and current as of the date certified in the Contractor's Certificate of Current Cost or Pricing Data; or (d) he Contractor or a subcontractor or prospective subcontractor furnished any data, not within (a), (b), or (c) above, which was not accurate as sub- mitted the price or cost shall be reduced accordingly and the contract shall be modified in writing as may be necessary to reflect such reduction: However, any reduction in the contract price due to defective subcontract data of a prospective subcontractor when the subcontract was not subsequently awarded to such subcontractor, will be limited to the amount (plus applicable overhead and profit markup) by which the actual subcontract, or actual cost to the contractor if there was no subcontract, was less than the prospective sub- contractor cost estimate submitted by the Contractor: Provided, the actual subcontract price was not affected by defective cost or pricing data. (NOTE: Since the contract is subject to reduction under this clause by reason of defective cost or pricing data submitted in connection with certain sub- contracts, it is expected that the Contractor may wish to include a clause in each such subcontract requiring the subcontractor to appropriately indemnify the Contractor. It 4s also expected that any subcontract subject to such indemnification will generally require substantially similar indemnification for defective cost or pricing data required to be submitted by his lower tier subcontractors.) L-25 AUDIT AND RECORDS (1-3.814-2) (a) General. The Contracting Officer or his representatives shall have the audit and inspection rights described in the applicable pargraphs (b), (c), and (d) below. (b) Examination of costs. If this is a cost -reimbursement type, incentive, time and materials, labor hour, or price predetermined contract, or any combination thereof, the Contractor shall maintain, and the Contracting Officer or his representatives shall have the right to examine books, records, documents and other evidence and accounting procedures and practices, sufficient to reflect properly all direct and indirect costs of whatever nature claimed to have been incurred and anticipated to be incurred for the performance of this contract. Such right to examination shall include inspection.at all reasonable times of the Contractor's plants, or such parts thereof, as may be engaged in the performance of this contract. (c) Cost or pricing data. If the Contractor submitted cost or pricing data in connection with the pricing of this contract or any change or modification thereto, unless such pricing was based on adequate price competition, establish- ed catalog or market prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation, the Contracting Officer or his representatives who are employees of the United States Government shall have the right to examine all books, records, documents and other data of the Contractor related to the negotiation, pricing or performance of such contract, change or modification, for the purpose of evaluating the accuracy, completeness, and currency of the cost or pricing data submitted. 11-14 Additionally, in the case of pricing any change or modification exceeding $100,000 to formally advertised contracts, the Comptroller General of the United States or his representatives who are employees of the United States Government shall have such rights. The rights of examination shall extend to all documents necessary to permit adequate evaluation of the cost or pricing data submitted, along with the computations and projections used therein. (d) Availability. The materials described in (b) and (c) above, shall be made available at the Office of the Contractor, at all reasonable times, for inspection, audit or reproduction, until the expiration of 3 years from the date of final payment under this contract or such lesser time specified in Part 1-20 of the Federal Procurement Regulations (41 CFR Part 1-20) and for such longer period, if any, as is required by applicable statute, or by other clauses of this contract, or by (1) and (2) below: (1) If this contract is completely or partially terminated, the records relating to the work shall be made available for a period of 3 years from the date of any resulting final settlement. (2) Records which relate to appeals under the "Disputes" clause of this contract, or litigation or the settlement of claims arising out of the performance of this contract, shall be made available until such appeals, litigation, or claims have been disposed of. (e) The Contractor shall insert a clause containing all the provisions of this clause, including this paragraph (e), in all subcontracts hereunder except altered as necessary for proper identification of the contracting parties and contracting officer under the Government prime contract. L-26 SUBCONTRACTOR COST OR PRICING DATA (1-3.814-3) (a) The Contractor shall require subcontractors hereunder to submit, actually or by specific identification in writing, cost or. pricing data under the following circumstances: (1) Prior to the award of any subcontract the amount of which is expected to exceed $100,000 when entered into; (2) Prior to the pricing of any subcontract modification which involves aggregate increases and/or decreases in costs plus applicable profits expected to exceed $100,000; except where the price is based on adequate price competi- tion, established catalog or market prices of commerical items sold in sub- stantial quantities to the general public, or prices set by law or regulation. (b) The contractor shall require subcontracts to certify in substantially the same form as that used in the certificate by the Prime Contractor to the Government, that to the best of their knowledge and belief, the cost and pricing data submitted under (a) above is accurate, complete, and current as of the date of agreement on the negotiated price of the subcontract or sub- contract change or modification. (c) The Contractor shall insert the substance of this clause including this paragraph (c) in each subcontract hereunder which exceeds $100,000 when en- tered into except where the price thereof is based on adequate price competi- tion, established catalog or market prices of commerical items sold in sub- stantial quantities to the general public, or prices set by law or regulation. In each such excepted subcontract hereunder in excess of $100,000, the Contract- or shall insert the substance of the following clause: 11-15 Subcontractor Cost or Pricing Data -Price Adjustment. (a) Paragraphs (b) and (c) of this clause shall become operative only with respect to any modification made pursuant to one or more provisions of this contract which involves aggregate increases and/or decreases in costs plus applicable profits expected to exceed $100,000. The requirements of this clause shall be limited to such contract modifications. (b) The Contractor shall require subcontractors hereunder to submit actually or by specific identification in writing cost or pricing data under the following circumstances: (1) Prior to award of any subcontract, the amount which is expected to,exceed $100,000 when entered into; (2) Prior to the pricing of any subcontract modification which involves agregate increases and/or decreases in costs plus applicable profits expected to exceed $100,000; except where the price is based on adequate price competi- tion, established catalog or market prices of commerical items sold in sub- stantial quantities to the general public, or prices set by law or regulation, (c) The contractor shall require subcontractors to certify, in substantially the same form as that used in the certificate by the Prime Contractor to the Government, that to the best of their knowledge and belief the cost and pricing data submitted under (b) above is accurate, complete, and current as of the date of agreement on the: negotiated price of the subcontract or subcontract change or modification. (d) The contractor shall insert the substance of this clause including this paragraph (d) in each subcontract hereunder which exceeds $100,000 when entered into. L-27 EMPLOYMENT OF THE HANDICAPPED (This clause is applicable to contracts and subcontracts for $2500 or More) (a) The contractor will not discriminate against any employee or applicant for employmentbecause of physical or mental hanicap in regard to any position for which the employee or applicant for employment is qualified. The contractor agrees to take affirmative action to employ, advance in employment and otherwise treat qualified handicapped individuals•without,discrimination.based.upon their physical or mental handicap in all employment practices such as the following: employment, ungrading, demotion or transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. (b) The contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Rehabilitation Act of 1973, as amended. (c) In the event of the contractor's noncompliance with the requirements of this clause, actions for non-compliance may be taken in accordance with the rules, regulations and relevant of the Secretary of Labor issued pursuant to the Act. (d) The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notice in a form to be prescibed by the Director, Office of Federal Contract Compliance Programs, Department of Labor, provided by or through the Contracting Officer. Such notices shall state the contractor's obligation under the law to take affirmative action to employ and 11-16 advance in employment qualified handicapped employees and applicants for employment, and the rights of applicants and employees. (e) The contractor will notify each labor union or representative of workers with which it has a collective bargining agreement or other contract under- standing that the contractor is bound by the terms of section 503 of the Act and is committed to take affirmative action to employ and advance in employ- ment physically and mentally handicapped individuals. (f) The Contractor will include the provisions of this clause in every sub- contract or purchase order of $2,500 or more unless exempted by rules, . regulations, or orders of the Secretary of Labor issued pursuant to section 503 of the Act, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any sub- contract or purchase order as the Director, Office of Federal Contract Com- pliance Programs, may direct to enforce such provisions, including action for noncompliance. L-28 DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA (THIS CLAUSE IS APPLICABLE TO CONTRACTS OR PURCHASE ORDER OF $10,000 or MORE) (a) The contractor will not discriminate against any employee or applicant for employment because he or she is a disabled veteran or veteran of the Vietnam era in regard to any position for which the employee or applicant for employment is qualified. The contractor agrees to take affirmative action to employ, advance in employment, and otherwise treat qualified disabled veterans of the Vietnam era without discrimination based upon their disability or veteran, status in all employment practices such as the following; employ- ment, upgrading, demotion or transfer, recruitments, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. (b) The contractor agrees that all suitable employment openings of the contractor which exist at the time of the execution of this contract and those which occur during the performance of this contract, including those not generated by this contract and including those occuring at an establishment of the contractor other than the one wherein the contract is being performed but excluding those of independently operated corporate affiliates, shall be listed at an appropriate local office of the State employment service system wherein the opening occurs. The contractor further agrees to provide such reports to such local office regarding employment openings and hires as may be required. State and Local government agencies holding Federal Contracts of $10,000 or more shall also list all their suitable openings with the appropriate office of the State employment services, but are not required to provide those reports set forth in paragraphs (d) and (e). (c) Listing of employment openings with the employment service system pursuant to this clause shall be made at least concurrently with the use of any other recruitment source or effort and shall involve the normal obligations which attach to the placing of a bona fide job order, including the acceptance of referrals of veterans and nonveterans. The listing of employment openings tended to relieve the contractor from any requirements in Executive Orders or regulations regarding nondiscrimination in employment. 11-17 (d) The reports required by paragraph (b) of this clause shall include, but not be limited to, periodic reports which shall be filed at least quarterly with the appropriate local office or, where the contractor has more than one hiring location in a State, with the central office of that State employment service. Such reports shall indicate for each hiring location (1) the number of individuals hired during the reporting period (2) the number of nondisabled veterans of the Vietanm era hired, (3) the number of disabled veterans of the Vietran era hired, and (4) the total number of disabled veterans hired. The reports should include covered veterans hired for on-the-job training under 38 U.S.C. 1787. The contractor shall submit a report within 30 days after the end of each reporting period wherein any performance is made on this contract identifying data for each hiring loca- tion. The contractor shall maintain at each hiring location copies of the reports submitted until the expiration of one year after final payment under the contract, during which time these reports and related documentation .shall be made available, upon request, for examination by any authorized representatives of the Contracting Officer or of the Secretary of Labor. Documentation would include personnel records respecting job openings, recruitment, and placement. (e) Whenever the contractor becomes contractually bound to the listing provisions of this clause, it shall advise the employment service system in each State where it have establishments of the name and location of each hiring location in the State. As long as the contractor is contractually bound to these provisions and has so advised the State system, there is no need to advise the State system of subsequent contracts. The contractor may advise the State system when it is no longer.bound by this contract clause. (f) Thisclause does not apply to the listing of employment openings which occur and are filled outside the 50 States, the.District of Columbia, Puerto Rico, Guam, and the Virgin Islands. (g) The provisions of paragraphs (b), (c), (d), and (e) of this clause do not apply to openings which the contractor proposes to fill from within his own organization or to fill pursuant to a customary and traditional employer - union hiring arrangement. This exclusion does not apply to a particular opening once an employer decides to consider applicants outside of his own organization or employer -union arrangement for the opening.. (h) As used in this clause: (1) "All suitable employment openings" includes, but is not limited to, opening which occur in the following job categories: production and non -production; plant and office; laborers and mechanics; supervisory and nonsupervisory; technical; and executive, administrative, and professional openings that are compensated on a salary basis of less than $25,000 per year. This term includes full-time employment, temporary employ- ment of more than 3 days' duration, and part-time employment. It does not include openings which the contractor proposes to fill from within his own organization or to fill pursuant to a customary and traditional employer - union hiring arrangement nor openings in an education institution which are restricted to students of that institution. Under the most compelling cir- cumstances an employment opening may not be suitable for listing, including such situations where the needs of the Government cannot reasonably be other- wise supplied, where listing would be contrary to national security, or where the requirement of listing would otherwise not be for the best interest of the Government. 11-18 (2) "Appropriate office of the State employment service system" means the local office of theFederal/State national system of public employment offices with assigned responsibility for serving the area where the employment opening is to be filled, including the District of Columbia, Guam, Puerto Rico, and the Virgin Islands. (3) "Openings which the contractor proposes to fill from within his own organ- ization" means employment openings for which no consideration will given to persons outside the contractor's organization (including any affiliates, sub- sidiaries, and the parent companies) and includes any openings which the con- tractor proposes to fill from regularly established recall" lists. • (4) "Openings which the contractor proposes to fill pursuant to a customary and tranditional employer -union hiring arrangement" means employment openings which the contractor proposes to fill from union halls, which is part of the customary and traditional hiring relationship which exists between the contractor and representatives of his employees. (i) The contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Act. (j) In the event of the contractor's noncompliance with the requirements of this clause actions for noncompliance may be taken in accordance with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Act. (k) The contractor agrees to post in conspicuous places available to employees and applicants for employment notices in a form to be prescribed by the Director, provided by or through the contracting officer. Such notice shall state the contractor's obligation under the law to take affirmative action to employ and advance in employment qualified disabled veterans and veterans of the Vietnam era for employment, and the rights of applicants and employees. (1) The contractor will notify each labor union or representative of workers with which it has a collective bargaining agreement or other contract under- standing that the contractor is bound by terms of the Vietnam Era Veteran's Readjustment Assistance Act and is committed to take affirmative action to employ and advance in employment qualified disabled veterans and veterans of the Vietnam era. (m) The contractor will include the provisions of this clause in every sub- contract or purchase order of $10,000 or more unless exempted by rules, regulations, or orders of the Secretary issued pursuant to the Act, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the Director of the Office Federal Contract Compliance Programs may direct to enforce such provisions, including action for non-compliance. L-29 SERVICE CONTRACT ACT OF 1965 (AS AMENDED) This contract, to the extent that it is of the character to which the Service Contract Act of 1965, as amended (41 U.S.C. 351) applies, is subject to the following provisions and to all other applicable provisions of the Act and regulations of the Secretary of Labor thereunder. (a) Compensation. Each service employee employed in the performance of this contract by the Contractor or any subcontractor shall be paid not less than 11-19 the minimum monetary wage and shall be furnished fringe benefits in accordance with the wages and fringe benefits determined by the Secretary of Labor or his authorized representative, as specified in any attachment to this contract. If there is such an attachment, any class of service employees which is not listed therein, but which is to be employed under this contract, shall be classified by the contractor so as to provide a reasonable relationship between such classifications and those listed in the attachment and shall be paid such monetary wages and furnished such fringe benefits as are determined by agreement of the interest parties, who shall be deemed to be the contracting agency, the contractor, and the employees who will perform on the contract or their representatives. If the interested parties do not agree on a classification or reclass- ification which is, in fact, conformable, the contracting officer shall submit the question, together with his recommendation, to the Office of Government Contract Wage Standards, Wage and Hour Division Employment Standards Administration (ESA), of the Department of Labor for final determination. Failure to pay such employees the compensation agreed upon by the interest parties or finally determined by the Administrator or his authorized representative shall be a violation of this contract. No employee engaged in performing work on this contract shall in any event be paid less than the minimum wage specified under section 6(a)(1) of the Fair Labor Standards Act of 1936, as amended. • (b) Adjustment. If, as authorized pursuant to section 4(d) of the Service Contract Act of 1965, as amended, the term of this contract is more than 1 year, the minimum -monetary wages and fringe benefits required to be paid or furnished thereunder to service employees shall be subject to adjustment after 1 year and no less often than once every 2 years, pursuant to wage determinations to be issued by the Employment Standards Adminstration of the Department of Labor as provided in such Act. (c) Obligation to furnish fringe benfits. The Contractor or subcontractor may discharge the obligation to furnish fringe benefits specified in the attachment or determined conformably thereto by furnishing any equivalent combinations of fringe benefits, or by marking'equivalent or differential payments in cash in accordance with the applicable rules set forth in 29 CFR Part 4, Subparts B and C, and not otherwise. (d) Minimum Wage. In the absence of a minimum wage attachment for this contract, neither the Contractor not any subcontractor under this contract shall pay any of his employees performing work under the contract (regardless of whether they are service employees) less than the minimum wage specified by section 6(a)(1) of the Fair Labor Standards Act of 1938. Nothing in this provision shall relieve the Contractor or any subcontractor of any other obligation under law or contract for the payment of a higher wage to any employee. (e) Obligations attributable to predecessor contracts. If this contract succeeds a contract, subject to the Service Contract Act of 1965, as amended, under which substantially the same services were furnished and service employees were paid wages and fringe benefits provided for in a collective bargaining agreement, then in the absence of a minimum wage attachment for this contract neither the Contractor nor any subcontractor under this contract shall pay any service employee performing any of the contract work less than the wages and fringe benefits, provided for in such collective bargining agreements, to which such employee would be entitled if -employed under the predecessor contract, including accrued wages and fringe benefits and any prospective increase in wages and fringe benefits provided for 11-20 under such agreement. No Contractor or subcontractor under this contract may be relieved of the foregoing obligation unless the Secretary of Labor or his authorized representative determines that the collective bargaining agreement applicable to service employees employed under the predecessor contract was not entered into as a result of arms -length negotiations, or finds, after a hearing as provided in Department of Labor regulations, 29 CFR 4.10, that the wages and fringe benefits provided for in such agreement are substantially at variance with those which prevail for services of a character similar in the locality. (f) Notification to employees. The Contractor and any subcontractor under this contract shall notify each service employee commencing work on this contract of the minimum monetary wage and any fringe benefits required to be paid pursuant to this contract, or shall post a notice of such wages and benefits in a prominent asnd accessible place at the worksite, using such poster as may be provided by the Department of Labor. (g) Safe and sanitary working conditions. The Contractor or subcontractor shall not permit any part of the service called for by this contract to be performed in buildings or surroundings or under working conditions provided by or under the control or supervision of the Contractor or subcontractor which are unsanitary or hazardous or dangerous to the health or safety of service employees engaged to furnish these services, and the Contractor or subcontractor shall comply with the safety and health standards applied under 29 CFR Part 1925. (h) 'Records. The Contractor and each subcontractor performing work subject to the Act shall make and maintain for 3 years from the completion of the work records containing the information specified in subparagraphs (1) through (5) of this paragraph for each employee subject to the Act and shall make them available for inspection and transcription by authorized representatives of the Employment Standards Administration of the U. S. Department of Labor. (1) His name and address. (2) His work classification or classifications, rate or rates of monetary wages and fringe benefits provided, ate or rates of fringe benefit payments in lieu thereof, and total daily and weekly compensation. (3) His daily and weekly hours so worked. (4) Any deductions, rebates, or refunds from his total daily or weekly compensation. (5) A list of monetary wages and fringe benefits for those classes of service employees not included in the minimum wage attachment to this contracts, but for which such wage rates or fringe benefits have been determined by the interested parties or by the Administrator or his authorized representative pursuant to the Labor Standards clause in paragraph (a) of this clause. A copy of the report required in paragraph (m)(1) of this clause shall be deemed to be such a list. (i) Withholding of payment and termination of contract. The Contracting Officer shall withhold or cause to be withheld from the Government Prime Contractor under this or any other Government contract with the Prime Contractor such sums as he, .or an appropriate officer of the Department of 11-21 Labor, decides may be necessary to pay underpaid employees. Addition- ally, any failure to comply with the requirements of this clause relating to the Service Contract Act of 1965 may be grounds for termination of the right to proceed with the contract work. In such event, the Government may enter into other contracts or arrangements for completion of the work, charging the contractor in default with any additional cost. cj) Subcontractor . The Contractor agrees to insert this clause relating to the Service Contract Act of 1965 in all subcontracts. The term "Contractor" as used in this clause in any subcontract, shall be deemed to refer to the subcontractor except in the term. "Government Prime Contractor". (k) Service employee. As used in this clause relating to the Service Contract Act of 1965, as amended, the term "service employee" means any person engaged in the performance of a contract entered into by the United States and not exempted under section 7, whether negotiated or advertised, the principal purpose of which is to furnish service in the United States (other than any person employed in a bona fide executive, administrative, or professional capacity, as those terms are defined in Part 541 of Title 29, Code of Federal Regulations, as of July 30, 1976, and any subsequent revision of thos regulations); and shall include all such persons regardless of any contractual relationship that may be alleged to exist between a contractor or subcontractor and such persons. (1) Comparable rates. The following classes of service employees expected to be employed under the contract with the Government would be subject, if employed by the contracting agency, to the provisions of 5 U.S.C. 5341 or 5332 and would, if so employed, be paid not less than the following rates of wages and fringe benefits: Employee class. Clerical Monetary Wage - Fringe Benefits. $813 Per month TnsurancP. Tution Reimbursement. Retirement and Paid Holiday (m) Contractor's report. (1) If there is a wage determination attachment to this contract and one or more classes of service employees which are not listed thereon are to be employed under the contract, the Contractor shall report to the Contracting Officer the monetary wages to be paid and the fringe benefits to be provided each such class of service employee. Such report shall be made promptly as soon as'such compensa- tion has been determined, as provided in paragraph (a) of this clause. 11-22 (2) If wages tto be paid or fringe benefits to be furnished any service employees employed by the Government Prime Contractor or any subcontractor under the contract are provided for in a collective bargaining agreement which is or will be effective during any period in which the contract is being performed, the Government Prime Contractor shall report such fact to the Contracting Officer, together with full information as to the application and accrual of such wages and fringe benefits, including any prospective increases, to service employee engaged in work on the contract, and a copy of the collective bargaining agreement. Such report shall be made upon commencing performance of the contract, in the case of collective bargaining agreement effective at such time, and in the case of such agreements or provisions or amendments thereof effective at a later time during the period of contract performance, such agreements shall be reported promptly after negotiation thereof. (n) Regulations incorporated by reference. All interpretations of the .Service Contract Act of 1965 expressed in 29 CFR Part 4, Subpart C, are hereby incorporated by reference in this contract. (o) Exemptions. This clause relating to the Service Contract Act of 1965 shall not apply to the following; (1) Any contract of the United States or District of Columbia for construction, alteration, and/or repair, including painting and decorating of public building or public works. (2) Any worked required to be done in accordance with the provisions of the Walsh Healey Public Contracts Act (49 Stat. 2036); (3) Any contract for the carriage of freight or personnel by vessel, air- plane, bus, truck, express, railway line, or oil or gas pipeline where published tariff rates are in effect, or where such carriage is subject to rates covered by section 22 of the Interstate Commerce Act; (4) Any contract for the furnishing of Service by radio, telephone, telegraph, or cable companies, subject to the Communications Act of 1934; (5) Any contract for public utility services, including electric lights and power, water, stream, and gas; (6) Any employment contract providing for direct services to a Federal agency by an individual or individuals; Any contract with the Post Office Department (U.S. Postage Service) the principal purpose of which is the operation of postal contract stations; Any services to be furnished outside the United States. For geographic purposes, the "United States" is defined in Section S(d) of the Service Contract Act to include any state of the United States, the District of Columbia, Puerto Rico, the Virgin Islands. Outer Continental Shelf Lands, as defined in the Outer Continental Shelf Lands Act, American Samoa, Guam, Wake Island, Eniwetok Atoll, Kwajalein Atoll, and Johnston Island. It does not include any other territory under the jurisdiction of the United States or any United States base or possession within a foregin country; (7) (8) 11-23 (9) Any of the following contracts exempted from all provisions of the Service Contract Act of 1965„ pursuant to section 4(b) of the Act, which exemptions the Secretary of Labor, prior to amendment of such section by Public Law 92-473, found to be necessary and proper in the public interest or to avoid serious impairment of the conduct of Government business: (i) Contracts entered into by the United States with common carriers for the carriage of mail by rail, air (except air star routes), bus, and ocean vessel, where such carriage if performed on regularly scheduled runs of the trains, airplanes, buses, and vessels over regularly established routes and accounts for an insubstantial portion of the revenue therefrom; '(ii) Any contract entered into by the U.S. Postal Service with an individual owner -operator for mail service where it is not contemplated at the time the contract is made that such owner - operator will hire any service employee to perform the services under the contract except for short periods of vacation time or for unexpected contingencies or emergency situations such as illness or accident. (p) Special employees. Notwithstanding any of the provisions in paragraphs (b) through (1) of this clause, relating to the Service Contract Act of 1965, the following employees may be employed in accordance with the following variations tolerances and exemptions, which the Secretary of Labor, pursuant to section 4(b) of the Act prior to its amendement by Public Law 92-473, found to be necessary and proper in the public interest or to avoid serious impairment of the conduct of Government business: (1)(i) Apprentices, student -learners, and worker whose earning capacity is impaired by age, physical, or mental deficiency or injury may be employed at wages lower than the minimum wages otherwise required by section 2(a)(1) or 2(b)(1) of the Service Contract Act of 1965, without diminishing any fringe benefits or cash payments in lieu thereof required under section 2(a)(2) of that Act, in accordance with the procedures prescribed for the employment of apprentices, student - learners, handicapped persons, and handicapped clients of sheltered workshops under section 14 of the Fair Labor Standards Act of 1938, in the regulations issued by the Administrator. (ii) The Administrator will issue certificates under the Service Contract Act of 1965 for the employment of apprentices, student - learners, handicapped persons, or handicapped clients of sheltered workshops not subject to the Fair Labor Standards Act of 1938, or subject to different minimum rates of pay under the two acts, authorizing appropriate rates of minimum wages (but without changing requirements concerning fringe benefits or supplementary cash payments in lieu thereof), applying procedures prescribed by the applicable regulations issued under the Fair Labor Standards Act of 1938 (29 CFR Parts 520, 521, 524, and 525): 11-24 (iii) The Administrator will also widthdraw, annual, or cancel such certificates in accordance with the regulations, in Part 525 and 528 of Title 29 of the Code of Federal Regulations. (2) An employee engaged in an occupation in which he customarily and regularly receives more than $20 a month in tips may have the amount of his tips credited by his employer against the minimum wage required by section 2(a)(1) or section 2(b)(1) of the Act in accord- ance with the regulations in 29 CFR Part 531: Provided, however, That the amount of such credit may not exceed 80 cents per hour. L-30 RESPONSIBILITIES OF CONTRACTOR (a) Responsibility for Government property. The contractor assumes full responsibility for and shall indemify the Government for any and all loss of or damage of whatsoever kind and nature to any and all Government property, including any equipment, supplies, accessories, or parts furnished while in his custody and care for storage, repairs, or services to be per- formed under the terms of this contract, resulting in whole or in part from the negligent acts or omissions of contractor, and subcontractor, or any employee, agent or representative of contractor or subcontractor. (b) Hold harmless and indemnification agreement. The contractor shall save and hold harmless and indemnify the Government against any and all liability claims, and costs of whatsoever kind and nature for injury to or death of any person or persons and for loss and damage to any property occurring in connection with or in any way incident to or arising out of the occupancy, use, service, operations, or performance of work under the terms of this contract, resulting in whole or in part from the negligent acts or ommissions of contractor, and subcontractor, or any employee, agent or representative of contractor or subcontractor. (c) Damage to Government property from causes other than Contractor's negligence. Nothing in the above paragraph shall be considered to pre- clude the Government from receiving the benefits_of any insurance the contractor may carry which provides for indemnification for any loss or destruction of, or damage to property in the custody and care of the con- tractor where such loss, destruction, or damage is to Government property. The contractor shall do nothing to prejudice the Government's right to recover against third parties for any loss, destruction of, or damage to Government property, and upon the request of the contracting officer, shall, at the Government's expense, furnish to the Government all reasonable assistance and cooperation (including assistance in the prosecution of suit and the execution of instruments of assignment in favor of the Government) in obtaining recovery. L-31 UTILIZATION OF LABOR SURPLUS AREA CONCERNS (1-1.805-3A) (The following clause is applicable if this contract exceeds $10,000.) (a) It is the policy of the Government to award contracts to labor surplus area concerns that agree to perform substantially in labor surplus areas, where this can be done consistent with the efficient performance of the contract and at prices no higher than are obtainable elsewhere. The con - contractor agrees to use his best efforts to place his subcontract in accord- ance with this policy. 11-25 7 r (b) In complying with paragraph (a) of this clause and with paragraph (b) of the clause of this contract entitled "Utilization of Small Business Concerns", the Contractor in placing his subcontracts shall observe the following order of preference: (1) Small business concerns that are labor surplus area concerns, (2) other small business concerns, and (3) other labor surplus area concerns. (c) (1) The term "labor surplus area" means a geographical area identified by the Department of Labor as an area of concentrated unemployment or under- employment or an area of labor surplus. (2) The term "labor surplus area concern" means a concern that together with its first tier subcontractors will perform substantially in labor surplus areas. (3) The term "perform substantially in a labor surplus area" means that the costs incurred on account of manufacturing, production, or appropriate services in labor surplus areas exceed 50.percent of the contract price. L-32 CLEAN AIR AND WATER (1-12.302-2) (Applicable only if the contract exceeds $100,000 or the contracting officer has determined that orders under an indefinited quantity contract in any one year will exceed $100,000, or a facility to be used has been the subject of a conviction under the Clean Air Act (42 U.S.C. 1957c -8(c)(1)) or the Federal Water Pollution Control; Act (33 U.S.C. 1319(c) and is listed by EPA, or the contract is not otherwise exempt.) (a) The Contractor agrees as follows: (1) To comply with all the requirements of section 114 of the Clean Air Act, as amended (42 U.S.C. 1857, et seq., as amended by Pub. L. 91-604) and section 308 of the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq., as amended by Pub. L.92-500), respectively relating to inspection, monitoring, entry, reports, and information, as well as other requirements specified in section 114 and section 308 of the Air Act and the Water Act, respectively, and all regulations and guidelines issued thereunder before the award of this contract. (2) That no portion of the work required by this prime contract will be performed in a facility listed on the Environmental Protection Agency List of Violating Facilities on the date when this contract was awarded unless and until the EPA eliminates the name of such facility or facilities from such listing. (3) To use his best efforts to comply with clean air standards and clean water standards at the facility in which the contract is being performed. • (4) To insert the substance of the provisions of this clause into any nonexempt subcontract, including this paragraph (a)(4). (b) The terms used in this clause have the following meanings: (1) The term "Air Act" means the Clean Air Act, as amended (42 U.S.C. 1857 et seq., as amended by Publ L. 91-604), •(2) The term "Water Act" means Federal Water Pollution Control Act, as amended.(33 U.S.C. 1251 et seq., as amended by Pub. L. 92-500). 11-26 (3) The term "clean air standards" means any enforceable reules, regulations guidelines, standards, limitations, orders, control, prohibitions, or other requirements which are contained in, issued under, or otherwise adopted pursuant to the Air Act or Executive.Order 11738, and applicable implemen- tation plan as described in section 110(d) of the Clean Air Act (42 U,S,C, 1857c -5(d)), an approved implementation procedure or plan under section 111(c) or section 111(d), respectively, of the Air Act (42 U.S.C, 1857c -6(c) or (d)), or an approved implementation procedure under section 112(d) of the Air Act (42 U.S.C. 1857c -7(d)). (4) The term "clean water standards" means any enforceable limitation, control, condition, prohibition, standard, or other requirement which is promulgated pursuant to the Water Act or contained in a permit issued to a discharger by the Environmental Protection Agency or by a State under an approved program, as authorized by section 402 of the Water Act (33 U;S.C, 1342), or by local government to ensure compliance with pretreatment regulations as required by section 307 of the Water Act (33 U.S,C, 1317), .(5) The term "compliance" means compliance with clean air or water standards, Compliance shall also mean compliance with a schedule or plan ordered or approved by a court of competent jurisdiction, the Environmental Protection Agency or an air or water pollution control agency in accordance with the requirements of the.Air Act or Water Act and regulations issued pursuant thereto. (6) The term "facility" means any building, plan, installation, structure, mine, vessel or other floating craft, location, or site of operations, owned, leased, or supervised by a contractor or subcontractor, to be utilized in the performance of a contract or subcontract. Where a location or site of operations contains or includes more than one building, plant, installation, or structure, the entire location or site shall be deemed to be a facility except where the Director, Office of Federal Activities, Environment Protection Agency, determines that independent facilities are collocated in one geographical area. L-33 ADVANCE PAYMENTS (1-30.414-2) "The following clause shall govern advance payments to the Contractor", (a) Amount of Advance. At the request of the contractor, and subject to the conditions hereinafter set forth, the government shall make an advance payment, in accordance with the Payment Schedule or advance payments from time to time, to the Contractor. No advance payment shall be made (1) without the approval of the Office of Administering advance payments (here- inafter called the "Administering Office" and designated in paragraph (d) (hereof) as to the financial necessity therefore; (2) in any amount which together with the unliquidated balance of all advance payments theretofore made, shall exceed the amount stated in paragraph (d)(1) hereof; and (3) without a properly approved invoice or invoices. (b). Return of funds. The contractor may at any time repay all or any part of the funds advanced hereunder. Whenever so requested in writing by the Administering Office, the Contractor shall, within 60 days, repay the Govern- ment such part of the unliquidated balance of advance payment as shall, in the opinion of the Administering Office, be in excess of current needs. The Contractor shall be deemed in compliance with the time requirement of the preceeding sentence if the chief administering officer of the contractor shall have initiated in writing, within said time period, a request for re- payment of such funds to the Government, shall have deposited such request in the hands of the state or political subdivision comptroller, Treasurer, or 11-27 other state or political subdivision Official responsible for disbursing state or political subdivision funds, and shall have presented a of copy such request to the Administering Officer. At any time during the first forty-five (45) days following the request of the Administering Office to return funds advanced, the Contractor, if it determines that the request is unreasonable, may appeal the matter of the Executive Director of the Commission, whose decision shall be final, (c) Information -Access to Records. The Contractor shall furnish to the administering Office signed statements of expenditures, The contractor shall also provide financial reports at such other intervals as may be required upon reasonable notice given. The contractor shall, at all reason- able times, afford to authorized representatives of the Government proper facilities for inspection of the Contractor's books, records, and accounts, (d) Designations and Determinations (1) Amount. The unliquidated balance of advanced payments at any time outstanding hereunder shall not exceed: See Payment Instruct- ions in $ection J-11, and the attached payment schedule: (2) Administering Office. The Office administering advance payments is designated as District Director, District Office, the address which' is stated in Block No. 6 of Standard Form 26, (e) Other Security. The terms of this contract shall be considered adequate security for advance payments hereunder. (f) Representation and Warranties. To induce the making of advance payments, the Contractor represents and warrants that: (1) The contractor has the power to enter into this contract and accept advance payments hereunder, and has taken all necessary action to authorize such acceptance under the terms and conditions of this contract. (2) None of the assets of the contractor is subject to any lien or encumber ance of any character except as shown in the financial statements furnished by the contractor to the Administering Officer, There has been no assignment of claims under this contract affected by these advance payment provisions, or if there has been any assignment, such assignment have been terminated, (3) All information furnished by the Contractor to the Administering Officer in connection with such request for advance payment is true and correct to the best knowledge of the Chief, Administering Officer to the Contractor. (4) There representations and warranties shall be continuing and shall be deemed to have been repeated by the submission of each invoice for advance payments. 11-28 (g) Convenants. During the period of time that advance payments may be made hereunder and so long as such advance payments remain unliquidated, the Contractor shall not without the prior written consent of the Administering Office: (1), Sell, convey, lease, mortgage, pledge, or otherwise encumber, of suffer to be encumbered, any of the physical property of the Contractor which has been procured with advance payments under this contract and which are allocated to the performance of this contract. (2) Make any advance or loan to or incur any liability as guarantor, surety, or accomondation endorser for any firm, person,or corporation. (3) Permit a writ of attachment or any similar process to be issued against its property without procuring release thereof or bonding the same within thirty (30) days after the entry of the writ of attachment or any similar process. 11-29 PAYMENT SCHEDULES FOR VOUCHERING UNDER FY 80/81 BACKLOG AND FY 81 NEW CHARGE CONTRACTS Percentage of Total Voucher Date Contract Allocation Type of Voucher Payment I. OPTION A 1. 10/1/80 18.75% Advance 2. 12/10/80 18.75% Advance 3. 1/8/81Based on Acfual Productic - 4. 3/10/81 18.75% Advance 5. 4/8/81Based on Actual Productic 6. 6/10/81 18.75% Advance 7. 7/8/81Based on Actual Productio 8. 10/8/81 Not to Exceed Based on Actual Productio Contract Amount II. OPTION B 1. 10/1/80 25% 2. 12/10/80 25% 3. 3/10/81 15% 4.- 6/10/81 15% 5. 7/8/81 6. 10/8/81 Not to Exceed Contract Amount Advance Advance Advance Advance Based on Actual Productic Based on Actual Productic OPTION A Special Provisions — PAYMENT INSTRUCTIONS All payments made under this contract will be made by vouchers submitted to the Contract Administrator (District Director) and shall be in accordance with the following: A. The total amount awarded under this contract shall be divided equally into four (h) quarters. B. An advance payment not to exceed seventy—five (75) percent of each quarter's allowance (18.75% of the total contract) may be made commencing with the effective date of the contract for the first quarter by voucher submitted with the contract. Subsequent quarterly advance payments may be vouchered no later than the 10th of the last month in each quarter (December, March , June) to insure receipt of advance funds as near to the beginning of each quarter as possible. C. The remaining twenty—five (25) percent of the total contract will be vouchered quarterly based upon actual production during that:quarter. At the end of each quarter, each • agency will submit a voucher for its actual accepted resolutions including additional credits, which exceed the amount of its advance payment, for review and approval by the Contract Administrator (District Director) and subsequent payment. The Contract Administrator is empowered to approve payment authorization, as appropriate, for actual production exceeding the 75% quarterly advance. D. The Contract Administrator will review:production on a quarterly basis. In the event a contractor's quarterly production is less than the amount for which advance payment has been received, the Contractor agrees to accept the Contract Administrator' recommendations for contract modification, if made, or to submit a plan of action if requested, to assure future production of the number of acceptable resolutions contracted for. In the event that the Contractor does not agree to a modification of a contract, the Contract Administrator is empowered to withhold approval for payment from the contractor by not executing the voucher and by providing an explanation to the contractor detailing the reasons for withholding of payment. Contrator's Signature Date S • OPTION B Special Provisions — PAYMENT INSTRUCTIONS All payments made under the contract will be made by vouchers submitted to the Contract Administrator (District Director) and shall be made'in accordance with the following: A. The total amount awarded under this contract shall be divided equally into four quarters. B. An advance payment not to exceed 25% of the total contract amount may be made in advance commencing with the effective date of the contract for the first quarter by voucher submitted with the contract. C. Advance payment not to exceed 25% of the total contract amount nay be made on January 15 on vouchers received by December 10. D. Advance payment not to exceed 15% of the total contract amount may be made on April 15 and July 15 on vouchers received by March and June 10 respectively. F. The remaining 20% of the total contract will be vouchered at the end of the third and fourth quarters based on actual. production received by the end of each of those quarters. At the end of the third and fourth quarters, each agency will submit a voucher for its actual accepted resolutions exceeding the amount of its advance payment for review and approval by the Contract Administrator (District Director) and subsequent payment. The Contract Administrator is empowered to make payment authorization, as appropriate, for actual production exceeding the approved funds advance up to but not exceeding the total contract amount. F. The Contract Administrator will review production on a quarterly basis. In the event a contractor's quarterly production is less than the amount for which advance payment has been received, the Contractor agrees to accept the Contract Administrator's recommendations for contract modification, if made, or to submit a plan of action if requested, to assure future production of the number of acceptable resolutions contracted for. 7n the event that the Contractor does not agree to a modification of a contract, the Contract Administrator is empowered to withhold approval for payment from the contractor by not executing the voucher and by providing an explanation to the contractor detailing the reasons for withholding of payment. Contractor's Signature Date Corpus Christi, Texas A,c day of TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, a public emergency and imperative necessity exist for the suspension of the Charter rule or requirement that no ordinance or resolution shall be passed finally on the date it is introduced, and that such ordinance or resolution shall be read at three meetings of the City Council; I, therefore, request that you suspend said Charter rule or requirement and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, MAYOR E CI OF CORPUS CHRISTI, TEXAS The Charter rule was suspenby the following vote: Luther Jones Edward L. Sample Dr. Jack Best David Diaz Jack K. Dumphy Betty N. Turner Cliff Zarsky The above ordinance was passed Luther Jones Edward L. Sample Dr. Jack Best David Diaz Jack K. Dumphy Betty N. Turner Cliff Zarsky by the following vote: 1_5802