CLAUSES FOR FIXED-PRICE SUPPLY CONTRACTS

(b) The Contractor agrees that the Comptroller General of the United States or any of his duly authorized representatives shall, until the expiration of three years after final payment under this contract or such lesser time specified in Appendix M of the NASA Procurement Regulation, 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 to the effect that the subcontractor agrees that the Comptroller General of the United States or any of his duly authorized representatives shall, until the expiration of three years after final payment under the subcontract or such lesser time specified in Appendix M of the NASA Procurement Regulation, have access to and the right to examine any directly pertinent books, documents, papers, and records of such subcontractor, involving transactions related to the subcontract. The term "subcontract" as used in this clause excludes (i) purchase orders not exceeding $10,000 and (ii) 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 (i) appeals under the "Disputes" clause of this contract, (ii) litigation or the settlement of claims arising out of the performance of this contract, or (iii) 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.

7.104-16 [Reserved]

7.104-17 Convict Labor. In accordance with Part 12, Subpart 2, insert the following clause.

CONVICT LABOR (OCTOBER 1974)

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.

7.104-18 Priorities, Allocations, and Allotments. In accordance with the requirements of 1.307-2, insert the clause set forth therein. 7.104-19 [Reserved]

7.104-20 Utilization of Labor Surplus Area Concerns. In accordance with the requirements of 1.805-3(a), insert the clause set forth therein. 7.104-21 Limitation on Withholding of Payments.

(a) Except as provided in (b) below, insert the following clause in contracts which include more than one clause or Schedule provision authorizing the temporary withholding of amounts otherwise payable to the contractor for supplies delivered or services performed:

LIMITATION ON WITHHOLDING OF PAYMENTS (SEPTEMBER 1962)

If more than one clause or Schedule provision of this contract authorizes the temporary withholding of amounts otherwise payable to the Contractor for supplies delivered or services performed, the total of the amounts so withheld at any one time shall not exceed the greatest amount which may be withheld under any one such clause or Schedule provision at that time; provided, that this limitation shall not apply to

(i) withholdings pursuant to any clause relating to wages or hours of employees; (ii) withholdings not specifically provided for by this contract; and

(iii) the recovery of overpayments.

NASA PROCUREMENT REGULATION

7.104-21

CONTRACT CLAUSES

(b) The clause set for th in (a) above is not required in letter contracts or where:

(i) the contracting officer determines that the withholding limitation in the said clause is incompatible with the purpose of the particular withholding provisions involved; or

(ii) all of the contract clauses or Schedule provisions (in excess of one) which provide for the withholding of payments either (A) are exempt from the limitations in the clause set forth in (a) above under the proviso thereof. or (B) provide that their withholding provisions do not require any additional withholdings where the amounts required to be withheld under them are being withheld under other provisions of the contract. If it is determined that the withholding limitation in the clause set forth in (a) above is incompatible with the purpose of particular withholding provisions. the said clause may be omitted or modified to make it inapplicable to such withholding provisions.

7.104-22 Small Business Subcontracting Program. In accordance with the requirements of 1.707, insert the clause set for th in 1.707-3(b).

7.104-23 Subcontracts. In accordance with the requirements of 23.201-1, insert an appropriate Subcontracts clause.

7.104-24 Government Property.In accordance with 13.702. insert the appropriate clause(s) required therein.

7.104-25 Special Tooling. In accordance with the requirements of 13.704, insert the clause set forth therein.

7.104-26 Special Test Equipment. In accordance with the requirements of 13.705, insert the clause set forth therein.

7.104-27 Frequency Authorization. Any contract which calls for developing, producing, constructing. testing, or operating a device for which a radio frequency authorization is required shall contain the following provision:

FREQUENCY AUTHORIZATION (DECEMBER 1971)

(a) Authorization of radio frequencies required in support of this contract shall be obtained through the Contracting Officer by the Contractor or subcontractor in need thereof. Frequency management procedures furnished by the Contracting Officer shall be followed in obtaining radio frequency authorization.

CLAUSES FOR FIXED-PRICE SUPPLY CONTRACTS

of

(b) For any experimental, developmental or operational equipment for which the appropriate frequency allocation has not been made, the Contractor or subcontractor shall provide the technical operating characteristics the proposed electromagnetic radiating device to the Contracting Officer during the initial planning, experimental, or developmental phases of contractual performance. NASA Form 566, "Application for Frequency Assignment," shall be used for this purpose and shall be prepared in accordance with instructions contained on the form.

(c) This clause including this paragraph (c). shall be included in all subcontracts which call for developing, producing. testing, or operating a device for which a radio frequency authorization is required.

7.104-28 Price Reduction for Defective Cost or Pricing Data. (a) The following clause shall be inserted in negotiated contracts which when entered into exceed $100,000, except where the price is based on adequate price competition, established catalog or market prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation. In addition, the contracting officer shall include this clause in other negotiated contracts for which he has obtained a Certificate of Current Cost or Pricing Data in accordance with 3.807-3(b)(iii) in connection with the initial pricing of the contract, or for which he has obtained partial cost or pricing data in accordance with 3.807-3(d).

PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA
(AUGUST 1979)

(a) If any price, including profit or fee, negotiated in connection with this contract or any cost reimbursable under this contract was increased by any significant sums because the Contractor, or any subcontractor pursuant to the clause of this contract entitled "Subcontractor Cost or Pricing Data" or "Subcontractor Cost or Pricing Data Price Adjustments" or any subcontract clause therein required, furnished cost or pricing data which was not accurate, complete and current as certified in the Contractor's or Subcontractor's Certificate of Current Cost or Pricing Data, then such price or cost shall be reduced accordingly and the contract shall be modified in writing as may be necessary to reflect such reduction.

the

(b) Failure to agree on a reduction shall be a dispute concerning a question of fact within the meaning of "Disputes" clause of this contract.

(Note: Since the contract is subject to reduction under this clause by reason of defective cost or pricing data submitted in connection with certain subcontracts, it is expected that the contractor may wish to include a clause in each such subcontract requiring the subcontractor to appropriately indemnify the

NASA PROCUREMENT REGULATION

CONTRACT CLAUSES

contractor. However, the inclusion of such a clause and the terms thereof are matters for negotiation and agreement between the contractor and the subcontractor, provided that they are consistent with NASA PR 23.203 relating to Disputes provisions in subcontracts. It is also expected that any subcontractor subject to such indemnification will generally require substantially similar indemnification for defective cost or pricing data required to be submitted by his lower tier subcontractors.) (End of clause)

both

(b) Insert the following clause in all contracts, formally advertised and negotiated, which when entered into exceed $100,000 except those containing the clause set forth in (a) above.

PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA

ADJUSTMENTS (AUGUST 1979)

PRICE

(a) This clause shall become operative only with respect to any modification of this contract which involves a price adjustment in excess of $100.000 except where the price is based on adequate price competition, established catalog or market prices of commercial items sold in substantial quantities to the general public, or prices set by law or regulation. The right to price reduction under this clause shall be limited to such price adjustments.

(b) If any price, including profit, or fee, negotiated in connection with any price adjustment under this contract was increased by any significat sums because the Contractor or any subcontractor, pursuant to the clause of this contract entitled "Subcontractor Cost or Pricing Data Price Adjustment" or any subcontract clause therein required, furnished cost or pricing data which was not accurate, complete and current as certified in the Contractor's or subcontractor's Certificate of Current Cost or Pricing Data, then such price shall be reduced accordingly and the contract shall be modified in writing as may be necessary to reflect such reduction.

(Note: Since the contract is subject to reduction under this clause by reason of defective cost or pricing data submitted in connection with certain subcontracts, it is expected that the contractor may wish to include a clause in each such subcontract requiring the subcontractor to appropriately indemnify the contractor. However, the inclusion of such a clause and the terms thereof are matters for negotiation and agreement between the contractor and the subcontractor, provided that they are consistent with NASA PR 23.203 relating to Disputes provisions in subcontracts. It is also expected that any subcontractor subject to such indemnification will generally require substantially similar indemnification for defective cost or pricing data required to be submitted by his lower tier subcontractors.)

CFR TITLE 41 CHAPTER 18

CLAUSES FOR FIXED-PRICE SUPPLY CONTRACTS

(c) Failure to agree on a reduction shall be a dispute concerning a question of fact within the "Disputes" clause of this contract.

(End of clause)

meaning of

the

above clauses in

(c) The requirement for inclusion of the contracts with foreign governments or agencies thereof may be waived in exceptional cases by the Director of Procurement, stating in writing the reasons for such determination. 7.104-29 through 7.104-34 (Reserved)

7.104-35 Progress Payments. The policies and procedures set forth in Subpart 5 of Appendix E concerning the use of progress payments shall. be followed by procurement offices. The provisions to be included in the invitation for bids and the "Progress Payments" clause authorized for use pursuant to Subpart 5 of Appendix E are authorized for use, in accordance with the instructions contained therein, except that the short form "Progress Payments" clause set forth in (b) below may be used in lieu of the clause set forth in (a) below whenever it is estimated that the

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NASA PROCUREMENT REGULATION