(b) Page 2 of Standard Form 147. TERMS AND CONDITIONS OF PURCHASE ORDER 1. INSPECTION AND ACCEPTANCE.—Inspection and acceptance will be at destination, unless otherwise provided. Unth delivery and acceptance, and after any rejections, risk of loss will be on the Contractor unless loss results from negligence of the Government. 2. VARIATION IN QUANTITY.—No variation in the quantity of any item called for by this contract will be accepted unless such variation has been caused by conditions of loading, shipping, or packing, or allowances in manufacturing processes, and then only to the extent, if any, speciñed elsewhere in this contract. 3. DISCOUNTS.-Discount time will be computed from date of delivery at place of acceptance or from receipt of correct invoice at the office specified by the Government, whichever is later. Payment is made, for discount purposes, when check is mailed. 4. DISPUTES.—(a) Except as otherwise provided in this contract. any dispute concerning a question of fact arising under this contract which is not disposed of by agreement shall be decided by the Contracting omcer, who shall mail or otherwise furnish a copy thereof to the Contractor. This decision 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 ofcer a written appeal addressed to the Head of the Agency. The decision of the Head of the Agency or his duly authorized representative for the determination of such appeals shall be final and conclusive unless determined to have been fraudulent, or capricious, or arbitrary, or so grossly erroneous as necessarily to imply bad faith, or not supported by substantial evidence. 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 (a) above; provi that nothing in this contract shall be construed as making ma decision of any administrative omcial, representative or board on a question of law. 5. POREIGN S.PPLIES.-This contract is subject to the Buy American Act (41 U.S.C. 10 a-d) as implemented by Executive Order 10582 of December 17, 1954, and any restrictions in appropriation acts on the procurement of foreign supplies. 6. CONVICT LABOR.-The Contractor agrees not to employ for work under this contract any person undergoing sentence of imprisonment at hard labor. ~7. OFFICIALS NOT TO BENEFIT.—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. 8. COVENANT AGAINST CONTINGENT FEES.-The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon any agreement or understanding for a commission, percentage, brokerage, or contingent fees, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty the Government shall have the right to annul this contract without liability or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. 9. FEDERAL, STATE, AND LOCAL TAXES.-Except as may be otherwise provided in this contract, the contract price includes all applicable Feder, State, and local taxes and duties in effect on the date of this one but does not include any taxes from which the Goveethe Contractor or this transaction is exempt. Upon guest brie ontractor, the Government shall furnish a tax exemption crtincare or similar evidence of exemption with respect to any such hot included in the contract price pursuant to this For the purpose of this clause, the term "date of this conha means the date of the contractor's quotation or, if no quotagon, the date of this purchase order. ENTS AND BILLING INSTRUCTIONS FC D se Invoices shall be submitted in the ORIGINDounless otherwise specified, and shall contain the following information: contract number (if any), order number, item number(s), description of supplies or services, sizes, quantities, unit prices, and extended totals. Bill of lading number and weight of shipment will be shown for shipments on Government bills of lading. If prepaid parcel post charges are billed, the gross weight and shipping point must be shown. NOTE: If desired, this order (or a copy thereof) may be used by the Contractor as his invoice, in lieu of a separate Invoice, provided the following statement, (signed and dated) is entered on (or attached to) the order: "Payment is requested in the amount of §............. No other invoice will be submitted." When several orders are to be invoiced to an ordering activity during the same billing period, consolidated periodic billings are encouraged. § 1-16.901-252 Standard Form 252: Architect-Engineer Fixed-Price Contract. (a) Page 1 of Standard Form 252. (b) Page 2 of Standard Form 252. 10. The United States of America (hereinafter called the Government) represented by the Contracting Officer executing this contract and the Architect-Engineer agree to perform this contract in strict accordance with the General Provisions (Standard Form 253) and the documents identified as follows, all of which are made a part of this contract: § 1-16.901-253 Contract). Standard Form 253, General Provisions (Architect-Engineer (a) Page 1 of Standard Form 253. 1. DEFINITIONS GENERAL PROVISIONS (a) The term "head of the agency" or "Secretary" as used herein means the Secretary, or any other head of the executive or military department or other Federal 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" as used herein means the person executing this contract on behalf of the Government and includes a duly appointed successor or authorized representative. 2. RESPONSIBILITY OF THE ARCHITECT-ENGINEER (a) The Architect-Engineer shall be responsible for the professional quality, technical accuracy and the coordination of all designs, drawings, specifications, and other services furnished by the Architect-Engineer under this contract. The ArchitectEngineer shall, without additional compensation, correct or revise any errors or deficiencies in his designs, drawings, specifications, and other services. (b) Neither the Government's review, approval or acceptance of, nor payment for, any of the services required under this contract shall be construed to operate as a waiver of any rights under this contract or of any cause of action arising out of the performance of this contract, and the Architect Engineer shall be and remain liable to the Government in accordance with applicable law for all damages to the Government caused by the Architect-Engineer's negligent performance of any of the services furnished under this contract. (c) The rights and remedies of the Government provided for under this contract are in addition to any other rights and remedies provided by law. decided by the Contracting Officer, who shall reduce his decision to writing and mail or otherwise furnish a copy thereof to the Architect-Engineer. The decision of the Contracting Officer shall be final and conclusive unless, within 30 days from the date of receipt of such copy, the Architect-Engineer mails or otherwise furnishes to the Contracting Officer written appeal addressed to the head of the agency involved. The decision of the head of the agency or his duly authorized representative for the deter mination of such appeals shall be final and conclusive. This provision shall not be pleaded in any suit involving a question of fact arising under this contract as limiting judicial review of any such decision to cases where fraud by such official or his representative or board is alleged; Provided, however, that any such decision shall be final and conclusive unless the same is fraudulent or capricious or arbitrary or so grossly erroneous as necessarily to imply bad faith or is not supported by substantial evidence. In connection with any appeal proceeding under this clause, the ArchitectEngineer 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 Architect-Engineer 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 questions of law in connection with decisions provided for in paragraph (a) above. Nothing in this contract, however, shall be construed as making final the decision of any administrative official, representative, or board on a question of law. 6. ASSIGNMENT OF CLAIMS (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 Architect-Engineer from the Government under this contract may be assigned to a bank, trust company, or other financing institution, including any Federal lending agency, and may thereafter be further assigned and reassigned to any such institution. Any such assignment or reassignment shall coverall amounts payable under this contract and not already paid, and shall not be made more than one party except that any such assignment or reassignment may be made to or party as agent or trustee for two or more parties participating in such thancing as otherwise provided in this contract, payments to assigne of moneys due of to become due under this contract shall not, to the extem provided in sak as amended, be subject to reduction or set off. (The pre eding sentence akes only if this contract is made in time of war or national emersefined said Act; and is with the Department of Defense, the General Servces Administration, the Energy Research and Development Administration, the National Aeronautics and Space Administration, the Federal Aviation Administration, or other department or agency of the United States designated by the President pursuant to Clause 4 of the proviso of section 1 of the Assignment of Claims Act of 1940, as amended by the Act of May 15, 1951, 65 Stat. 41.) (a) The Contracting Officer may, by written notice to the Architect-Engine terminate this contract in whole or in part at any time, either for the Goyerber's convenience or because of the failure of the Architect-Engineer to fulfill his contract obligations. Upon receipt of such notice, the Architect-Engineer shall: (1) immediately discontinue all services affected (unless the notice directs otherwise), and (2) deliver to the Contracting Officer all data, drawings, specifications, reports, estimates, summaries, and such other information and materials as may have been accumulated by the Architect-Engineer in performing this contract, whether completed or in process. (b) If the termination is for the convenience of the Government, an equitable adjustment in the contract price shall be made, but no amount shall be allowed for anticipated profit on unperformed services. (c) If the termination is due to the failure of the Architect-Engineer to fulfill his contract obligations, the Government may take over the work and prosecute the same to completion by contract or otherwise. In such case, the Architect-Engineer shall be liable to the Government for any additional cost occasioned to the Government thereby. (d) M, after notice of termination for failure to fulfill contract obligations, it is determined that the Architect-Engineer had not so failed, the termination shall be deemed to have been effected for the convenience of the Government. In such event, adjustment in the contract price shall be made as provided in paragraph (b) of this clause. (e) The rights and remedies of the Government provided in this clause are in addition to any other rights and remedies provided by law or under this contract. 5. DISPUTES (a) Except as otherwise provided in this contract, any dispute concerning a question of fact arising under this contract which is not disposed of by agreement shall be 1 8. EXAMINATION OF RECORDS BY COMPTROLLER GENERAL (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 ad Standard Form 253 |