ADDITIONAL GENERAL PROVISIONS
(Supply Contract)

22. FEDERAL, STATE, AND LOCAL TAXES. (Aug. 1961) (ASPR 11-401.1)

(a) Except 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) 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 contact price shall be increased by the amount of such tax or duty or rate increase, provided the Contractor 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 be ar 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 an 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 the 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.

(c) No adjustment of less than $100 shall be made in the contract price pursuant to paragraph (b) above.

(d) As used in papagraph (b) above, the term "contract date" means the date set for bid opening, or if this is a negotiated contract, the contract date. 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 sustain an exemption, the Government upon the request of the Contractor shall, without further liability, furnish evidence appropriate to establish exemption from any Federal, State, or local tax; provided that, evidence appropriate to establish exemption from any Federal excise tax or duty which may give rise to either an increase or decrease in the contract price will be furnished only at the discretion of the Government.

(f) The Contractor shall promptly notify the Contracting Officer of matters which will result in either an increase or decrease in the contract price, and shall take action with respect thereto as directed by the Contracting Officer.

23. AUTHORIZATION AND CONSENT. (Jan. 1961) (ASPR 9-102.1)

The Government hereby gives its authorization and consent (without prejudice to its rights of indemnification, if such rights are provided for in this contract) for all use and manufacture, in the performance of this contract or any part hereof or any amendment hereto or any subcontract hereunder (including any lowertier subcontract), of any invention described in and covered by a patent of the United States (i) embodied in the structure or composition of any article the delivery of which is accepted by the Government under this contract, or (ii) utilized in the machinery, tools, or methods the use of which necessarily results from compliance by the Contractor or the using subcontractor with (a) specifications or written provisions now or hereafter forming a part of this contract, or (b) specific written instructions given by the Contracting Officer directing the manner of performance. The Contractor's entire liability to the Government for infringement of a patent of the United States shall be determined solely by the provisions of the indemnity clause, if any, included in the contract and the Government assumes liability for all other infringement to the extent of the authorization and consent herein above granted.

24. RENEGOTIATION. (Oct. 1959) (ASPR 7-103.13)

(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.

25. GRATUITIES. (Mar. 1952) (ASPR 7-104.16)

(a) The Government may, by written notice to the Contractor, terminate the right of the Contractor to proceed under this contract if it is found, after notice and hearing, by the Secretary or his duly authorized representative, that gratuities (in the form of entertainment, gifts, or otherwise) were offered or given by the Contractor, or any agent or representative of the Contractor, to any officer or employee of the Government with a view toward securing a contract or securing favorable treatment with respect to the awarding or amend ing, or the making of any determination with respect to the performing of such contract; provided, that the existence of the facts upon which the Secretary or his duly authorized representative makes such findings shall be in issue and may be reviewed in any competent court.

(b) In the event this contract is terminated as provided in paragraph (a) hereof, the Government shall be entitled (i) to pursue the same remedies against the Contractor as it could pursue in the event of a breach of the contract by the Contractor, and (ii) as a penalty in addition to any other damages to which it may be entitled by law, to exemplary damages in an amount (as determined by the Secretary or his duly authorized representative) which shall be not less than three nor more than ten times the costs incurred by the Contractor in providing any such gratuities to any such officer or employee.

(c) The rights and remedies of the Government provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract.

26. PRIORITIES, ALLOCATIONS AND ALLOTMENTS. (Jan. 1961) (ASPR 7-104.18)

The Contractor shall follow the provisions of DMS Reg. 1 and all other applicable regulations and orders of the Business and Defense Services Administration in obtaining controlled materials and other products and materials needed to fill his order.

27. UTILIZATION OF CONCERNS IN LABOR SURPLUS AREAS. (This clause applies when the contract amount exceeds $5,000.) (Feb. 1962) (ASPR 1-805.3)

It is the policy of the Government to place contracts with concerns which will perform such contracts substantially in areas of persistent or substantial labor surplus where this can be done, consistent with the efficient performance of the contract, at prices no higher than are obtainable elsewhere. The Contractor agrees to use his best efforts to place his subcontracts in accordance with this policy. In complying with the foregoing 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: (i) persistent labor surplus area concerns which are also small business concerns; (ii) other persistent labor surplus area concerns; (iii) substantial labor surplus area concerns which are also small business concerns; (iv) other substantial labor surplus area concerns; and (v) small business concerns which are not labor surplus area concerns.

28. INTEREST. (Feb. 1962) (ASPR, Appendix E, E620)

Notwithstanding any other provision of this contract, unless paid within 30 days all amounts that become payable by the contractor to the Government under this contract (net of any applicable tax credit under the Internal Revenue Code) shall bear interest at the rate of six percent per annum from the date due until paid, and shall be subject to the adjustments as provided by Part 6 of Appendix E of the Armed Services Procurement Regulation, as in effect on the date of this contract. Amounts shall be due upon the earliest one of (i) the date fixed pursuant to this contract, (ii) the date of the first demand for payment, (iii) the date of a supplemental agreement fixing the amount, or (iv) if this contract provides for revision of prices, the date of written notice to the contractor stating the amount of refund payable in connection with a pricing proposal or in connection with a negotiated pricing agreement not confirmed by contract supplement.

ADDITIONAL GENERAL PROVISIONS

29. TERMINATION FOR CONVENIENCE OF THE GOVERNMENT. (Jan 1960) (ASPR 8–705. 1)

The 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 ASPR Section VIII, in effect on this contract's date. To the extent that this contract is for services and is so terminated, the Govemment 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.

30. CAUTION TO BIDDERS--LATE BIDS. (Apr 1962) (ASPR 2-201@(xxvii))

SEE THE SPECIAL PROVISION ENTITLED "LATE BIDS AND MODIFICATIONS OR WITHDRAWALS" WHICH PROVIDES THAT LATE BIDS AND MODIFICATIONS OR WITHDRAWALS THEREOF SENT THROUGH THE MAILS WILL BE CONSIDERED ONLY IF SENT BY REGISTERED MAIL OR BY CERTIFIED MAIL FOR WHICH A POSTMARKED RECEIPT HAS BEEN OBTAINED, AS SPECIFIED IN SUCH PROVISION.

31 INCONSISTENCY IN PROVISIONS. (Apr 1960) (ASPR 2–201{aXxxii))

In the event of an inconsistency between provisions of this invitation for bids, the inconsistency shall be resolved by giving precedence in the following order: (1) the Schedule; (2) Terms and Conditions of the Invitation for Bids; (3) General Provisions; (4) other provisions of the contract, whether incorporated by reference or otherwise; (5) the Specifications.

32. MICHIGAN PERSONAL PROPERTY TAX. (TAG ltr dtd 7 Dec 1961)

Notwithstanding any other provisions of this contract,

(1) The contract price includes the personal property tax imposed by the State of Michigan or 115 political subdivisions measured by the value of Goverment property in the possession of the contractor in connection with his performance of this contract,

(2) The Government reserves the right to direct the Contractor to take all necessary action to contest these taxes and the contract price shall be equitable adjusted to cover the cost of such action, including reasonable attorneys' fees,

(2) If the Contractor is not required to pay or bear the burden, or obtains a refund in whole or in part of these taxes, the contract price shall be decreased by the amount of such relief or refund allocable to this contract, or that amount shall be paid to the Govemment as the Contracting Officer directs. The contract price shall be similarly decreased if the Contractor, through his fault or negligence or failure to follow the instructions of the Contracting Officer, is required to pay or bear the burlen or does not obtain a refund of these taxes, interest, or penalties. Interest paid or credited to the Contractor incident to a refund of these taxes shall inure to the benefit of the Goverment to the extent that such interest was earned after the Contractor was paid or reimbursed by the Government for these taxes.

(4) The Contractor shall promptly notify the Contracting Officer of matters which may result in either an increase or decrease in the contract price. No adjustment of less than $100 is required to be made in the contract price pursuant to this clause.

(5) The Contractor shall maintain accurate records of all payments of personal property tax to the State of Michigan and its political subdivisions on Government property in his possession,

33. ALTERATIONS IN CONTRACT. (Jul 1949) (ASPR 7-105, 1)

The following alterations have been made in the provisions of this contract:

(a) Paragraph 4 entitled LATE BIDS on the reverse of Standard Form 33 is hereby deleted in its entirety and the following substituted therefor:

4. LATE BIDS AND MODIFICATIONS OR WITHDRAWALS. (Apr 1962) (ASPR 2-201(a)(xxv))

Bids and modifications or withdrawals thereof received at the office designated in the Invitation for Bids after the exact time set for opening of bids will not be considered unless: (a) they are received before award is made; (b) they are sent by registered mail, or by certified mail for which an official post office stamp (postmark; on the original Receipt for Certified Mail has been obtained, or by telegraph if authorized; and (c) it is determined by the Government that late receipt was due solely to either (1) delay in the mails, or delay by the telegraph company if telegraphic bids are authorized, for which the bidder was not responsible or (ii) mishandling by the Government after receipt at the Government installation. However, a modification which is received from an otherwise successful bidder and which makes the terms of the bid more favorable to the Government will be considered at any time it is received and may thereafter be accepted. Bidders using certified mail are cautioned to obtain a legibly postmarked Receipt for Certified Mail and retain it against the chance that the postmark thereon will be required as evidence that a late bid was timely mailed. If the postmark on such receipt, or on the registered mail wrapper shows the hour of mailing as well as the date, the time of mailing shall be established accordingly; if it shows the date but not the hour, the time of mail ing shall be deemed to be the last minute of the date shown, unless the bidder furnishes evidence from the post office of mailing which, in the case of registered mail, establishes an earlier time; or in the case of certified mail, where the receipt for Certified Mail identifies the post office station of mailing, the time of mailing shall be deemed to be the last minute of the business day of that station.

(b) Paragraph 6 entitled LABOR INFORMATION on the reverse of Standard Form 33 is hereby deleted in its entirety and the following substituted therefor:

6. LABOR INFORMATION. (Dec 1962) (ASPR 2-20bxxv))

If a contract resulting from this Invitation for Bids is subject to the Walsh-Healey Public Contracts Act, a minimum wage determination under the Act is applicable to all employees of the contractor who are engaged in the manufacture or fumishing of the supplies required under the contract. Information in this connection, as well as general information regarding requirements of the Act concerning overtime payment, child labor, safety and health, etc., should be obtained from the Wage and Hour and Public Contracts Divisions, Department of Labor, Washington 25, D. C., or from any of the Divisions' offices throughout the various states. It is important that requests for information include the Invitation number, name and address of the issuing agency, and a description of the supplies.

(c) General Provision 11 (Standard Form 32) entitled DEFAULT is hereby revised as noted below:

(1) The following sentence is hereby added and made a part of paragraph (d):

"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."

33. ALTERATIONS IN CONTRACT. (Cont'd)

(2) Paragraph (e) is deleted in its entirety and the following substituted therefor:

"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 clawe, 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 had 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 Contract or was not in default under the provisions of this clause, and if this contract does not contain a clause providing for termination for convenience of the Government, the contract shall be equitably adjusted to compensate for such termination and the contract modified accordingly; failure to agree to any such adjustment shall be a dispute conceming a question of fact within the meaning of the clause of this contract entitled "Disputes."

(d) General Provision 13 (Standard Form 32) is hereby deleted in its entirety and the following substituted therefor:

$10,000,

GP-13 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT.
(Feb 1962) (ASPR 9-104)

The provisions of this clause shall be applicable only if the amount of this contract exceeds

(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 suit against the Government, or any claim against the Government made before suit has been instituted, on account of any alleged patent or copyright infringement arising out of 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, upon request, 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 in those cases in which the Contractor has agreed to indemnify the Government against the claim being asserted.

(e) General Provision 16 (Standard Form 2) entitled EIGHT-HOUR LAW OF 1912--OVERTIME COMPENSATION is hereby deleted in its entirety and the following substituted therefor.

GP-15 WORK HOURS ACT OF 1952 - OVERTIME COMPENSATION,

This contract, to the extent that it is of a character specified in the Work Hours Act of 1952 (Public Law 87-581, 76 Stat. 357-360) and is not covered by the Walsh-Healey Public Contracts Act (41 U, S. C. 35-45), is subject to the following provisions and to all other provisions and exceptions of said Work Hours Act of 1952.

"(a) No contractor or subcontractor contracting for any part of the contract work shall require or permit any laborer or mechanic to be employed on such work in excess of eight hours in any calendar day or in excess of forty hours in any workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times his basic rate of pay for all hours worked in excess of eight hours in any calendar day or in excess of forty hours in such workweek, whichever is the greater number of overtime hours.