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In addition to the Terms and Conditions of th. Intetion For Busind
fits schcculc (Continuation Shoots), bids shd rcoulting Contract 4 7150
subject to thi Gunural Tov: sions, Standist Form 3 (Noi. 1949 D), end

Spuciel Program Contract Tovisions (opust 1952), *hich erc incorporated
heroin by rof crcncc. (Copius of the foregoing if not attached my be
bbtaincd upon request).
Anc Government rcscrves the right to eword total of partial quorttitive
br both it.ms to onc or more bidders,

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EXHIBIT 2-Continued

PECIAL PROGRA CONTRACT THIS

Bordood, Jul 15, 1949

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1. LEADERAL TATS: (a) Prices oflorod boroin shall be deemed to include any Toderal Taxor imposed by Congress which on tho dato of offer are applicablo to articles or services or components thereof offered: 1,(1) after dato or dryer (1) Congreso ahall ImpoBo 'exy tax, or (B) it shall 'Increase any then existing tax, or (c) Bureau of Internal Revenue shall rule that a tax there-toforo imposed 18 applicable and contractor at time of offering reasonably believed mach tas vas not applicable, with respect to production, processing, mamul acturing, bolding, importation, transportation or sale of any articles or services, or components thereof, covered by offer and (2) contractor is required by operation of lew or by specific contractual obligation to pay such tax or dear its burden, then upon written application thored or end proof thereof, contractor's quoted prices of articles or services concerned aball bo correspondingly increased. I, by operation of law or otherwise including any action by the Seczetary of the Treasury wader soction 307 (c) of Roveme Act of 1943, contractor 18 relloved 10 wbole.or in part from payment of any tax deomod includod in quoted prices, or from bearing its burden, quotod prices shall be correspondingly roduced. Invoicos or vouchers covorină increas0 or reduction in prico in accordance with this paraneb () shall state amount thcrcot as seperate added or deductod item,

() ss to any Federal tax included in quoted prices or otherwise author1sod to be added to those prices la accordance with peragraph (a), contractor vaires, releases, end 8.88igns to the Unitod States any and all right, title, and latcrent in and to any refund of or credit for suca tax won or by rear son of Deportation of any articlos furnished under this contrect and agrees to assist the Government, if requostod to do so, in obtaining refund, credit, or exemption as to such tax.

(c) 81oco, unless otherwiso provided, the articles to be furnishod under the contract are to bo exported, the quotos ricos do not include any amount for the transportation tex iucorod by Section 3475 of the Internal Revenue Code; as amended. , at any time, Contractor should be required to pay any part om such tax because of the frilure of the Government to osport the articles after delivery by Contractor, or to urnish Contractor, upon requost, with sufPiciont evidence of exportation of the delivo od articlos within the time rem quired by tho Rotondo Lowe end Rogulations, or for any other reason, the actual. amount of such tax paid atal be invoicod as a soparato 1tom and paid by the Government as an addition to the quoted prices. 2. RRCR DOUDING PRICES: LA CASO o: crror in the cxtension of prices, tbo unit prico.will govern. 3. PALENII Contractor shall be paid, wpon submission or proporly cortified Lavoices or vouchora, pricos stipulated hercia for articlos or sorvices accopted, less deductions, if any. Unlo88 other: 180 specified, payment may be made on eccoptod per tiad dollvorice when tho amount duo thoroon equals or exceedo $1,000 or 50 pcrccat of total amount of contract.

DISCUTA DE: I discount is offered, timo will do corput od from date ni dolivory of prticlcs to carrier whon finel inspection and acceptence are at point of origin, or :rom dato 0? dolivory at dost ination or port of

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EXHIBIT 2-Continued

(Contract Terms , Rov.7/15/49) oubarkation when final inspection and accoptor.co aro at those points, or from date corroct dill or rouchor proporly cortulled by contractor 18 recoived, 11 latter dato 18 later than date of dolivery. 5. ASSICO CAIT OF PATIENTS: If this contract providos for payment in the aegrogate or $1,000 or noro, thon all noneys duo or to becone due thereunder nay be assignod by contractor to a bank, trust company or other financing Institution, including any Jederal lending agency, in accordance with the provisions of the Assignment of Claing Act of 1940 (54 Stet. 1029, 31, U.S.C. 203, 41 0.8.c. 15),

6. INSPECTION AND TEST: (a) al naterial and worlananship shall be subject to inspoction and tost at all tines and placos, includingwhen practicable, during nanut acture. H any articlos or services are defective, or otherwise not conf ording to specifications, Governnont shall havo tho right to reject 80:30, or to roquiro o.orrection or roplacenant, or, 11 public necessity roquiros accoptanco of such articles or sorvices, payment thorelor nay de Dade at proper roduction in price. V rejection is nado at a point other than COD tractor's proJ1808, contractor shall promptly, upon request, redove at his om penge rejected articles or sorvices, and shell do liable to the Governnent for any cost of renovad, correction or roplaceblent resulting fron failure to do B0 28 requirod.

(b) If preliminary or final inspection or tost 18 nade on prenibes of contrector or subcontractor, contractor shall furnish or arrange to furnish, with out additional chargo, all reasonablo facilities and e88istanco. Laspections and tests shall be so perforood by the Governdent as not to unduly delay work. Spocial and portornance tests shall bo nado as spocillod. To Goverbiont rem serves the right to charge contractor for any additional cost of inspection or test whon articles aro not ready at tine contractor roquosts Inspection or test.

(c) Moal Inspection and ecceptenco of articles and sorvices will be made after delivory, unless otherwiso statod. If final inspoction 18 at point other than prepisos of contractor or subcontractor, it shall bo at the expense of the Government excogt for valuo o test samples used and rejected. Final. Inspection shall be conclusive except as to latont defects, fraud or 6T088 Distakes. 7. VARIANCE DI QUANTITY: Unloss otherwise specified, sy variations in the quantities callod for not exceeding 10 percent, will be accopted only when caused by eonditions of loading, shipping, packing, or pllowance in nanufacturing processes. 8. DXAULTS: If contractor refuses or fails to make deliveries of crticles or services conforning to 89ecifications within tine specifiod, or any extonsion thereof, or to perford faithfully any contract condition, contracting officer, without prejudice to other rights of the Govern ont resulting from brec.ch of contrr.ct conditions, Day by written notico terninete the right of the contractor to proceod with any or all rounining dolivorios. In orent of any such tordination, the Governpont nay,without prejudice to its other rights resulting from breach of contract conditions, obtain similar articlos or servicos elsewhere and contractor and his suretios, if any, shall be 11εble to the Governnent for any AXC088 cost occasioned tho Governncnt tliereby;Provi?ed, the contractor shall not be charged with any excoss cost occasionod the lovernnent theroby (1)when failure of contractor in neking suitable deliverios is due to ccu!:08 beyond his control which could not reasonably have been anticipated and wore without his fault or negligence, including but not rostricted to, acts of God or public enowy, acts of the Governnent whothor as contractor or soycreiga;fires,floods, opidoulce, quarantine restrictions, strikes, freight embargoes, unusually severe weather, and dolays and failuro o: subcontractor, due to any such causc unless contracting

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EXHIBIT 2-Continued

(Contract Terms, Rev. 7/:5/49) officer shall determine that the articles to be furnished under tho subcontract are procureble in open market, end (2) 11 contractor shall notify contracting officer in writing of cause of such !ailure within 10 days from beginning thereof, or within such further period as codtracting officer may grant prior to dato of final settlement of contract. Contracting officer shall decide the facts and extent of failure, and his decision shall be final and conclusive upon tho partics hereto subject to appeal as proxided in Terns 9 hereof, entitlod "DISPUTES."

9. DISPUTES; Unleso otherwise proridod horoin, disputos involving questiona of fact arising under this contrect, which are not disposod of by agroomont, shall be decided by contracting officer. Upon writton request by contractor within 10 days from two of decision by contracting officor, tho docision of contracting officor shall be reducod to writing and a copy thereof mailed, or otherwise furnished tho contractor. Mithin 30 days from mailing or furnishing such copy, contractor may appeal in writing to the adninistrator of Goneral Ser:icos, whose decision or that of his duly authorisod rcurcsontctive on such questions of fr.ct shall be final and conclusive on the dert 108: Providod, that 1 no such appool 18 takon, decision of the contre.cting officor on such questions of fact shall bo final and conclusivo.

In the meantime contractor ahall proceed with perf oruance.

10. COVALAVT AGAIRST CONTEXT First Contractor warrants no porson or solling agency has been employed or retained to solicit or socure this contract upon an agreemont or understanding for a comission, porcentage, broker age, or contingent ?00, excepting bonafide employeos or bonefide established comiercial or rolling agencies maintainod by contre tor for purpose of secur. ing business. For breach of this verranty, the Governijent shall have tho right to annul this contract without liability or in its discrotion to doduct' from cor.tract price or cor.siccretion, full amount of such comission, porcentage, brokerage or contingont foe.

11.

OFFICIALS NOT TO BEDFIT: No Jember of or delogate to Congress or resident commissionor shall be admitted to any shero or part of this contract or any benofit that may aris0 təcrofron, unless it be made with a corporation, for its general bona it.

12.

DEFINITIONS: (a) "Governmont" shell mean the United States of America. (0) "Administrator of General Sorvices shall include tho Deputy Administrator of Gonoral Scr-ices, and trac tero "his duly authorized ropresentative" shall moan any person authorized to act for him otcr than the contracting officor. (c) "Oontrecting Officer shall noan the o:ficial oxecuting this contract in bohalf of tho Governnent, and shell laclude his duly appointed succossor or authorizod re rosentative.

13. PATENTS: Contractor shell hold and save the Corcrnnoat, its officers, agents, servants, and oplo:'ocs herule88 froa liability or av nature or kind, including costs and emer.308 for or on account of any patontod or unpatented invont ion, article, covico or aplianco meruiacturod or usod ia performance of this contract, including thcir use or dispoond by or for tho Govornment. (The following Conditions, 14 throuch 17, shall not amly to any work or scr:icos port ornod under the contract outside the United Statos of Anorica, nor shall thoy apply outsido tão United States of Anericu in connoction with tho producing, proccesing, morencturing, or acquisition of any articles to bo delivered under tho contrrct).

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55430-54

EXHIBIT 2-Continued

(Contrect Terug Rov. 9/15/49)

14. ANTI-DISCRIMINATION: Contractor, la performing the work required by this contract shall not discrtainate against any coplcyoe or applicant for onploynent bocause of race, croed, color or national origin, Contractor shall include in all subcontracts a provision Loposing a like obligation on subcontractors.

15.

WALSH-HEALEY PUBLIC CONTRACT'S ACT: If this contract is for the manufacture or furnishing satorials, supplies, articlos, or equipo eat 10 any scount which nay excood $10,000, and othervise is subject to Valab-Healey Public Contracts Act, as anonded (Publio Law 846, 74th Congress; 41 0.8.0. 35-45), thero are horoby incorporated by rolorenco representations and stipur lations as set forth in Regulations lowed by Secretary of Labor pursuant to Bald Act, such representations and stipulations boing soojoot to all sgpllcable regulations, exceptions, variations, tolerancos, determinations and exemptions of Secretary of Labor which are now or may heroaftor bo la ofloot. 16. ` EIGHT-HOUR LAW-CONICT LABOR: It contract 18 for forvicos, the follow ing conditions apply: 7:) No laboror or bechanio doing any part of tho vort contemplated by this contract, la tine oploy of contractor or awy subcontractor contracting for any part of said vork, shall be required or permitted to work more than eight houre in any ono oalendar das upon each work at the sito tbor of, except upon the condition that compansation is paid to such laborer or mechanic in accordance with the provisions of this article. Tho vagos of every laborer or mechanic employed by contractor or any subcontractor Bsaged in the performance of this contract shall be computed on a basso deep rato of oight hours per day and work 1A excess of eight hours per day i. permitted only upon the condition that every such laborer or nochanio shall be compensated for all hours worked in excess of eight bows per day at sot 1988 than one and one ball times the basic rate of pay. for eada violation of roquirements of this article, a penalty of $5.00 shall be imposed upon contractor for each laborer or mechanic for every calendar day which ruch employee lo required or permitted to labor more than eight hours upon said work without roceiving compensation computed in accordance with this article, and all penalties thus imposed shall bo withheld for the use and benefit of the Governmont; provided, that this stipulttion shall be subject in all rem spect to the exceptions and provisions of ice United States Coco Mtlo 40, Soction 321, 324, 325, 325(a) and 328, relating to hours of labor and conpensation for overtime.

(b) In the performance of this contract, contractor shall not emplos any persja undergoing sentence of imprisonment at hard labor.

17.

OTTERS OF POR ER GOVERNOENT PROPORTY: The Government desires to know 1 it 18 buying former Government surplus property. Therefore, contractor Warrante, to the best of his lonowledge, information and belief, that, except as otherwise expressly stated in the offer, sono of the items or their com ponerts covered by the offer have been or will be acquired either directly or 1:.directly from any activity or agoncy of the United States Government or from any Government-ovaed corporation. Breach of this warranty shall give the Governme at the right to terminate the right of the contractor to procock with any or all further delivorios under the contract,

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