the surety, if any, the notice and instrument of assignment in the number of copies indicated below:

(1) To the administrative contracting officer-a true copy of the instrument of assignment and an original and three copies of the notice of assignment. The administrative contracting officer shall acknowledge receipt by signing and dating all copies of the notice of assignment and shall

(i) File the true copy of the instrument of assignment and the original of the notice in the contract file,

(ii) Forward two copies of the notice to the disbursing officer designated in the contract to make payment,

(iii) Return a copy of the notice to the assignee, and

(iv) Advise the procuring contracting officer that the assignment has been made.

(2) To the surety or sureties, if any— a true copy of the instrument of assignment and an original and three copies of the notice of assignment. The surety shall return three acknowledged copies of the notice to the assignee who shall forward two copies to the disbursing officer designated in the contract.

(3) To the disbursing officer designated in the contract to make paymenta true copy of the instrument of assignment and an original and one copy of the notice of assignment. The disbursing officer shall acknowledge and return to the assignee the copy of the notice and shall file the true copy of the instrument and original notice. The disbursing officer shall forward to the appropriate finance center, with the first invoice or voucher, a copy of the notice acknowledged by the administrative contracting officer and a copy acknowledged by the surety, if any, for filing with the contract. If the assignee releases the contractor from the assignment of claims under an existing contract, the contractor, in order to receive payment of the balance due under the contract, is required to file a written notice of such release, with a true copy of the instrument of release of assignment, with the parties with whom the assignee was required to file the notice and instrument of assignment. The disbursing officer shall acknowledge the notice of release to the assignee and shall forward one acknowledged notice of the release to the appropriate finance center for filing with the original contract.

Acknowledgment by the contracting officer or the surety, if any, is not required. [25 F.R. 14176, Dec. 31, 1960, as amended at 27 F.R. 3450, Apr. 11, 1962; 31 FR. 7811, June 2, 1966]

§ 7.103-9

Additional bond security.

ADDITIONAL BOND SECURITY (JULY 1949)

If any surety upon any bond furnished in connection with this contract becomes unacceptable to the Government, or if any such surety fails to furnish reports as to his financial condition from time to time as requested by the Government, the Contractor shall promptly furnish such additional security as may be required from time to time to protect the interests of the Government and of persons supplying labor or materials in the prosecution of the work contemplated by this contract.

[25 F.R. 14177, Dec. 31, 1960]

(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, who shall reduce his decision to writing and mail or otherwise 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 & written appeal addressed to the Secretary. The decision of the Secretary or 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. 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

In

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) of this section: Provided, That nothing in this contract shall be construed as making final the decision of any administrative official, representative, or board on a question of law. In accordance with Departmental procedures, the foregoing clause may be modified to provide for intermediate appeal to the Head of the Procuring Activity concerned. The decision of the contracting officer referred to in the above clause shall, if mailed, be sent by certified mail, return receipt requested.

(b) In procurements to be performed outside the United States, its possessions and Puerto Rico, where it is anticipated that the contractor will be a foreign firm, either the clause in (a) above will be used after modifying it to insert "United States" before "court of competent jurisdiction" or the following clause will be inserted:

DISPUTES (JAN. 1960)

(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, who shall reduce his decision to writing and mail or otherwise furnish a copy thereof to the Contractor. The decision of the Contracting Oficer shall be final and conclusive unless, within 30 days from the date of receipt of such copy, the Contractor mails or otherwise furnishes to the Contracting Officer a written appeal addressed to the Secretary. The decision of the Secretary or his duly authorized representative for the determination of such appeals shall be final and conclusive to the extent permitted by United States law. 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 his 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, representative, or board on a question of law.

In accordance with departmental procedures, the foregoing clauses may be modified to provide for intermediate appeal in oversea areas.

(c) In accordance with departmental procedures, the foregoing clauses may be modified to provide for intermediate appeal in overseas areas and in Alaska and Hawaii. Such modification may provide that decisions rendered pursuant thereto may be final and conclusive upon the parties, to the extent permitted by law, when the amount involved in the appeal is $50,000 or less.

[25 F.R. 14177, Dec. 31, 1960, as amended at 27 F.R. 11658, Nov. 27, 1962; 28 FR. 12570, Nov. 28, 1963]

(a) Except as provided in paragraph (b) of this section, insert the following clause:

RENEGOTIATION (OCT. 1959)

(a) To the extent required by law, this contract is subject to the Renegotiation Act of 1951 (50 U.S.C. App. 1211, et seq.), as amended, and to any subsequent act of Congress providing for the renegotiation of Contracts. Nothing contained in this clause shall impose any renegotiation obligation with respect to this contract or any subcontract hereunder which is not imposed by an act of Congress heretofore or hereafter enacted. Subject to the foregoing this contract shall be deemed to contain all the provisions required by section 104 of the Renegotiation Act of 1951, and by any such other act, without subsequent contract amendment specifically incorporating such provisions.

(b) The Contractor agrees to insert the provisions of this clause, including this paragraph (b), in all subcontracts, as that term is defined in section 103g of the Renegotiation Act of 1951, as amended.

(b) A renegotiation clause is not required on contracts with foreign governments or agencies thereof. Except in such contracts, one of the clauses set forth in subparagraphs (1) or (2) of this paragraph shall be used in lieu of the clause set forth in paragraph (a) of this section.

(1) Insert the following clause in contracts which are to be wholly performed outside the United States, its possessions, and Puerto Rico by a contractor who is not engaged in a trade or business in the United States and is:

(i) An individual who is not a national of the United States; or

(ii) A partnership or joint venture in which individuals who are not nationals of the United States or corporations which are not created by, or organized under the laws of the United States or any state or possession thereof or Puerto

Rico are entitled to more than 50 percent of the profits; or

(iii) A corporation (other than a corporation created by, or organized under the laws of the United States or any State or possession thereof or Puerto Rico) more than 50 percent of the voting stock of which is owned directly or indirectly by persons described in subdivisions (i) and (ii) of this subparagraph:

RENEGOTIATION (OCT. 1959)

(a) This contract has been determined to be exempt from the provisions of the Renegotiation Act of 1951 (50 U.S.C. App. 1211, et seq.), as amended, since it is intended to be wholly performed outside the United States and the Contractor is not engaged in a trade or business in the United States and is:

(1) An individual who is not a national of the United States;

(11) A partnership or joint venture in which individuals who are not nationals of the United States or corporations which are not domestic corporations are entitled to more than 50 percent of the profits; or

(111) A corporation (other than a domestic corporation) more than 50 percent of the voting stock of which is owned directly or indirectly by persons described in (1) and (11) above.

(b) This contract shall cease to be exempt from the Renegotiation Act of 1951, as amended, if all of the requirements for exemption set forth in paragraph (a) above are not met at all times during the performance of this contract. If the Contractor does not meet all of these requirements during the entire performance of this contract, this contract shall be subjected to the Renegotiation Act of 1951, as amended, and to any subsequent act of the United States Congress providing for the renegotiation of contracts; provided, however, that nothing contained in this clause shall impose any renegotiation obligation with respect to this contract or any subcontract hereunder which is not imposed by an act of the United States Congress heretofore or hereafter enacted. In the event this contract becomes subject to the Renegotiation Act of 1951, it shall be deemed to contain all the provisions required by Section 104 of that Act, and by any such other act, without subsequent contract amendment specifically incorporating such provisions.

(c) The Contractor agrees to insert the provisions of this clause, including this paragraph (c), in all subcontracts, as that term is defined in section 103g of the Renegotiation Act of 1951, as amended, which meet the requirements for exemption for the Renegotiation Act of 1951 set forth in paragraph (a) hereof. The Contractor agrees to insert the following clause in all subcontracts which do not meet the requirements set forth in paragraph (a):

RENEGOTIATION

(a) To the extent required by law, this contract is subject to the Renegotiation Act of 1951 (50 U.S.C. App. 1211, et seq.), as amended, and to any subsequent act of the United States Congress providing for the renegotiation of contracts. Nothing contained in this clause shall impose any renegotiation obligation with respect to this contract or any subcontract hereunder which is not imposed by an act of the United States Congress heretofore or hereafter enacted. Subject to the foregoing this contract shall be deemed to contain all the provisions required by Section 104 of the Renegotiation Act of 1951, and by any such other act, without subsequent contract amendment specifically incorporating such provisions.

(b) The Contractor agrees to insert the provisions of this clause, including this paragraph (b), in all subcontracts, as that term is defined in Section 108g of the Renegotiation Act of 1951, as amended.

(2) As an alternate to the clause in subparagraph (1) of this paragraph, the following clause may be inserted in contracts which are to be wholly performed outside the United States, its possessions, and Puerto Rico:

RENEGOTIATION (JAN. 1961)

(a) This contract will be exempt from the provisions of the Renegotiation Act of 1951 (50 U.S.C. App. 1211, et seq.), as amended, if it is wholly performed outside the United States, its possessions and Puerto Rico and if throughout the performance of the contract the Contractor is not engaged in a trade or business in the United States, its possessions and Puerto Rico and is:

(1) An individual who is not a national of the United States; or

(ii) A partnership or joint venture in which individuals who are not nationals of the United States or corporations which are not created by, or organized under the laws of the United States or any state or possession thereof or Puerto Rico are entitled to more than 50 percent of the profits;

or

(111) A corporation (other than a corporation created by, or organized under the laws of the United States or any state or possession thereof or Puerto Rico) more than 50 percent of the voting stock of which is owned directly or indirectly by persons described in (1) and (11) above.

(b) If the Contractor does not meet all the requirements for exemption set forth in paragraph (a) above at all times during the entire performance of this contract, this contract shall be subject to the extent required by law, to the Renegotiation Act of 1951, as amended, and to any subsequent Act of the United States Congress providing for the renegotiation of contracts; provided, however, that nothing contained in this clause shall impose any renegotiation obligation

with respect to this contract or any subcontract hereunder which is not imposed by an Act of the United States Congress heretofore or hereafter enacted. In the event this contract is subject to the Renegotiation Act of 1951, it shall be deemed to contain all the provisions required by Section 104 of that Act, and by any such other Act, without subsequent contract amendment specifically incorporating such provisions.

(c) The Contractor agrees to insert the provisions of this clause, including this paragraph (c) in all subcontracts, as that term is defined in section 103g of the Renegotiation Act of 1951, as amended.

[25 FR. 14177, Dec. 31, 1960, as amended at 26 FR. 2609, Mar. 28, 1961]

In connection with any discount offered, time will be computed from date of delivery of the supplies to carrier when delivery and acceptance are at the point of origin, or from date of delivery at destination or port of embarkation when delivery and acceptance are at either of these points, or from the date the correct invoice or voucher is received in the office specified by the Government, if the latter is later than date of delivery. Payment is deemed to be made for the purpose of earning the discount on the date of mailing of the Government check. [31 F.R. 13331, Oct. 14, 1966]

COVENANT AGAINST CONTINGENT FEES
(JAN. 1958)

The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona filde established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty the Government shall have the right to annul this contract without liability or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee.

[25 F.R. 14178, Dec. 31, 1960]

§ 7.103-21 Termination for convenience of the Government.

Insert the contract clause appropriate for use in fixed-price supply contracts as set forth in Part 8, Subpart G, of this subchapter, §§ 8.701 and 8.705. [25 F.R. 14178, Dec. 31, 1960]

§ 7.103-22 Authorization and consent. Insert the contract clause set forth in § 9.102-1 of this subchapter.

[25 F.R. 14178, Dec. 31, 1960]

§ 7.103-23 Notice and assistance regarding patent infringement.

Insert the contract clause set forth in § 9.104 of this subchapter.

[25 F.R. 14178, Dec. 31, 1960]

§ 7.103-24 Suspension of work.

(a) The primary purpose of the clause set forth in this section is to establish machinery for administrative settlement on a fair and speedy basis for certain delays and interruptions by the contracting officer in the contract work where other specific provision is not made in the contract for an equitable adjustment because of such delay or interrup

tion (e.g., Government-furnished property, Changes, etc.).

(b) A secondary purpose of the clause is to provide expressly for an actually ordered suspension, delay, or interruption. This secondary use, however, is intended for infrequent use, under strict supervision and for as limited a period as practicable, particularly in the case of commercial type supplies. Inasmuch as an order to suspend work may result in incurred costs to the Government by reason of standby costs, such orders will be issued only with prior approval at a level above the contracting officer.

(c) Generally, use of an order to suspend work will be limited to those situations where it is advisable to suspend work pending a decision by the Government and a supplemental agreement providing for such suspension is not feasible. Although an order to suspend work may be used pending a decision to terminate for convenience, it will not be used pending a decision to terminate for default, nor will it be used in lieu of the issuance of a termination notice after a decision to terminate has been made. However, if a contractor is required to show cause why a contract should not be terminated for default, an order to suspend work may be included in the show cause notice if it has been determined that the contract will be terminated for convenience if it is not terminated for default.

(d) An order to suspend work should include:

(1) A clear description of the work to be suspended.

(2) Instructions as to issuance of further orders by the contractor for material or services.

(3) Guidance as to action to be taken on subcontracts.

(4) Other suggestions to the contractor for minimizing costs.

(e) Promptly after issuance, the order to suspend work should be discussed with the contractor and should be modified, as necessary, in the light of such discussions. As soon as feasible after an order to suspend work is issued, the order will be canceled or the contract will be terminated for convenience.

(f) Where the contracting officer has notice of an unordered suspension, delay, or interruption, covered by paragraph (b) of the clause, he will act to end it as soon as practicable or terminate the contract for convenience.

(a) The Contracting Officer may order the Contractor in writing to suspend, delay, or interrupt all or any part of the work for such period of time as he may determine to be appropriate for the convenience of the Government.

(b) If the performance of all or any part of the work is, for an unreasonable period of time, suspended, delayed, or interrupted by an act of the Contracting Officer in the administration of this contract, or by his failure to act within the time specified in this contract (or if no time is specified within a reasonable time), and adjustment shall be made for any increase in the cost of performance of this contract (excluding profit) necessarily caused by such unreasonable suspension, delay, or interruption and the contract modified in writing accordingly. Adjustment shall also be made in the delivery or performance dates and any other contractual provision affected by such suspension, delay, or interruption. However, no adjustment shall be made for any suspension, delay, or interruption to the extent that performance would have been so suspended, delayed, or interrupted by any other cause including the fault or negligence of the Contractor. Also no adjustment shall be made under this clause for any suspension, delay, or interruption for which an equitable adjustment is provided for or excluded under any other provision of this contract.

(c) No claim under this clause shall be allowed (1) for any costs incurred more than 20 days before the Contractor shall have notified the Contracting Officer in writing of the act or failure to act involved (but this requirement shall not apply as to a claim resulting from a suspension order), and (ii) unless the claim, in an amount stated, is asserted in writing as soon as practicable after the termination of such suspension, delay, or interruption, but not later than the date of final payment under the contract.

(d) If the parties fail to agree upon the existence or extent of a suspension, delay, or interruption, or on the amount of adjustment to be made, the dispute shall be determined as provided in the Disputes clause of this contract; but nothing in this clause shall excuse the Contractor from proceeding with the prosecution of the work in accordance with the contract to the extent