ment is so entitled to rights, the determination of the Secretary as to the nature and extent of such rights shall be final, and the Contractor agrees to execute all papers necessary to convey to the Government the rights to which it is entitled as determined by the Secretary; and

(e) For himself, his heirs and assigns, to assert no copyright at common law and to make no claim to copyright by statute in any material first produced by him in the performance of this contract.

(9) Transportation as set forth below: Transportation. (a) The Government will provide for transportation of the Contractor:

(1) In furtherance of a permanent change of duty station relating to his employment under the terms of this contract, in accordance with Executive Order 9805, as heretofore or hereafter amended; and

(2) In furtherance of the contract, as determined by the Government in accordance with Standardized Government Travel Regulations, as heretofore or hereafter amended.

(b) In addition to the allowances provided for in subparagraph (a) (1) hereof, and at the expense of the Government, the Contractor will be authorized shipment of scientific books and equipment used in the performance of his work in connection with a permanent change of duty station.

(10) Housing as set forth below:

Housing. The Government will endeavor to assist the Contractor in procuring suitable housing at or near the place of employment. The cost of housing will be borne by the Contractor. Where public quarters are made available, the Contractor is authorized to use such facilities at the rate and on the basis prescribed for civilian employees of the Government. The Contractor agrees to pay all incidental expenses normally charged therefor, such as orderly fees.

(11) Subsistence as set forth below: Subsistence. Where suitable messing facilities are operated by the Government at the place of employment, the Contractor may be authorized to use such facilities at the rate and on the basis prescribed for civilian employees of the Government.

(12) Medical services as set forth below:

Medical services. Medical Service will be provided by the Government to the Contractor on the same basis and at the same cost as provided for civilian employees of the Government at the location of employment. Reasonable access to civilian medical care will be permitted at the expense of the Contractor.

(13) Burial and effects as set forth below:

Burial and effects. During the term hereof, in event of the death of the Contractor,

the Government will provide for local burial and return of the personal effects to dependents. If requested by dependents, and when time and conditions, as determined by the Government, permit, the body will be returned to his original place of residence at the expense of the Government. In the event that, after the death of the Contractor, the Contractor's dependents elect to return to his original place of residence, the Government, at its option, will provide for transportation of such dependents to his original place of residence, together with their personal and household effects not in excess of three thousand (3,000) pounds net weight.

(14) Injuries as set forth below:

Injuries. The Contractor is covered by the provisions of United States Employees' Compensation Act, as amended (5 U. S. C. 751 et seq.).

(15) Dependents as set forth below:

Dependents. The Government shall have the full right and privilege, after appropriate investigation, to determine which person or persons nominated by the Contractor as his dependents are to be considered for the purposes of this contract as the Contractor's dependents. (Normally a lawful wife, dependent parent, unmarried minor children, unmarried minor dependent step-children and unmarried minor dependent adopted children will be recognized by the Government as bona fide dependents provided each resides in Contractor's household.)

(16) Visas as set forth below:

Visa. Upon signature of this contract and provided the personal conduct and political background of the Contractor, as determined by the Government, merit such action, the Government will, upon request, favorably recommend the Contractor for an immigration visa. In the event of such recommendation, the Government, upon request, will also favorably recommend for an immigration visa such of Contractor's dependents whose personal conduct and political background, as determined by the Government, merit such action.

(17) Officials not to benefit as set forth in § 7.103-19 of this title.

(18) Covenant against contingent fees as set forth in § 7.103-20 of this title. (19) Disputes as set forth in § 7.103-12 of this title.

(20) Termination as set forth below: Termination. This contract may be terminated by the Government at its option:

(a) When the Government administratively determines the Contractor to be unsatisfactory for the purposes of this contract or his conduct to be below required standards or when for any other reason it is determined that his services are no longer required.

(b) When and if the Contractor's visa, where issued, is revoked or invalidated or if the Contractor is denied entry into the United States.

(c) By mutual agreement.

(d) When the health of the Contractor, as determined by the Government, is such that he cannot properly perform his assigned duties.

(21) Definitions as set forth in § 7.103-1 of this title.

(22) Disclosure of information as set forth below:

Disclosure of information. The Contractor agrees that he will not disclose to any person not entitled to receive it any information relative to top secret, secret, confidential, or restricted matter as defined in current military regulations that may come to the knowledge of the Contractor.

(23) Certification as set forth below: Certification. (a) Contractor certifies that, to the best of his knowledge and belief, his physical condition, character and qualifications are such as to permit him to fulfill this contract.

(b) Contractor certifies that he has read the within contract governing his employment as contemplated herein, and agrees that he will recognize its terms as the conditions under which employment is accepted and held.

(c) Contractor certifies and affirms that this contract contains all of the agreements, promises, understandings, and representations, verbal or otherwise, made on the part of the Government or any of its representatives, authorized or unauthorized.

(24) Examination of records as set forth in § 7.104-15 of this title.

(25) Approval of contract as set forth below:

Approval of contract. This contract shall be subject to the approval of the Secretary, or his duly authorized representative, and shall not be binding until so approved.

§ 1006.405 Contracts for technical representative services. (a) All fixedprice contracts for technical representative services will include the following clauses in the following sequence:

(f) The term "continental limits of the United States" as used herein means any place within the territorial limits of the 48 States and the District of Columbia.

(g) The term "overseas" as used herein means any place outside the territorial limits of the 48 States and the District of Columbia. (h) For the purpose of giving any of the directions to the Contractor contemplated by this clause, the term "Contracting Officer" includes the Commanding General, Air Matériel Command, and any duly authorized representative.

(2) Changes as set forth in subparagraph (2) of § 1006.402 (a).

(3) Assignment of claims as set forth in § 7.103-8 of this title.

(4) Default as set forth in § 7.10311 of this title.

(5) Disputes as set forth in § 7.10312 of this title.

(6) Notice and assistance as set forth in § 9.102 of this title.

(7) Convict labor as set forth in § 12.203 of this title.

(8) Eight-Hour Law as set forth in § 12.303 of this title.

(9) Nondiscrimination in employment as set forth in § 12.803 of this title.

(10) Officials not to benefit as set forth in § 7.103-19 of this title.

(11) Covenant against contingent fees as set forth in § 7.103-20 of this title.

(12) Termination for convenience of the Government as set forth below:

Termination for convenience of the Government. (a) The performance of work under this contract may be terminated by the Government in accordance with this clause in whole, or from time to time in part, whenever the Contracting Officer shall determine that such termination is for the best interests of the Government. Any such termination shall be effected by delivery to the Contractor of a Notice of Termination specifying the extent to which performance of work under the contract is terminated and the date upon which such termination becomes effective. Upon receipt of a Notice of Termination and, except as otherwise directed by the Contracting Officer, the Contractor shall stop work under (1) the contract on the date and to the extent specified in the Notice of Termination, (2) proceed promptly with the return to its plant of such of its technical representatives as may be covered by said Notice of Termination, and (3) transfer title and deliver to the Government in the manner, and at the times and to the extent directed by the Contracting Officer, the plans, drawings, information and other property which, if the contract

had been completed, would have been required to be furnished to the Government.

(b) Upon termination of work, as provided in paragraph (a) above, the Contractor shall, in respect to such technical representatives as may be covered by said Notice of Termination, be paid that part of the fixed price set forth in the provision entitled "Consideration and Payment" of the Schedule which was accrued for services rendered hereunder up to the effective date of such notice, and for time necessary for such technical representatives to return to the plant of the Contractor after the effective date of said notice and any amounts properly owing to it under said "Consideration and Payment" clause and theretofore unpaid. If, at the date of said notice, certain costs have actually been incurred by the Contractor in connection with the contract preliminary to the departure of the technical representatives covered by said Notice of Termination from the plant of the Contractor which are allocable to the entire period of performance contemplated hereunder, the Government will pay to the Contractor such sum as the Contracting Officer and the Contractor may agree is properly allocable to the terminated portion of the contract. Settlement under the provisions of this paragraph (b) shall be evidenced by a Supplemental Agreement to the contract.

(c) Any dispute arising out of the termination of the contract under this clause shall be decided in accordance with the procedure prescribed in the "Disputes" clause hereof.

(13) Notice to Government of labor disputes as set forth in § 7.105-3 of this title.

(14) Employment of aliens as set forth in § 7.104-3 of this title and in subparagraph (9) of § 1006.102 (b).

(15) Military security requirements as set forth in § 7.104-12 of this title.

(16) Government-furnished property as set forth in § 13.502 of this title and subparagraph (5) of § 1006.102 (b).

(17) Subcontracts as set forth in subparagraph (21) of § 1006.402 (a).

(18) Inspection and audit of books as set forth in subparagraph (8) of § 1006.102 (b).

(19) Capture and detention as set forth below authorized for oversea services:

Capture and detention. In the event any Contractor personnel assigned to duty under this contract is found to be missing from his place of employment, whether or not such personnel then actually was engaged in the course of his employment, under circumstances supporting an inference that his absence was due to the action of a hostile force or the force of any power not allied with the United States in a common mili

tary effort, or is known to have been taken prisoner, hostage, or otherwise detained by a hostile force or the force of any power not allied with the United States in a common military effort, the time spent by such personnel during such detention (which shall be construed to include the period until such personnel is returned to his place of employment, or to the United States, or is able to be returned to the jurisdiction of the United States, or death in fact is established by a finding by the Federal Security Administrator or other Federal body having jurisdiction or by other evidence satisfactory to the contracting officer, or death can legally be presumed to have occurred) shall not be considered as time spent in the performance of services hereunder and the Government shall not be obligated to make any payment on account of such personnel except as provided in this paragraph. The Contractor is authorized to and shall enter into agreements with personnel hereunder to pay benefits to the extent not otherwise paid to such personnel in the event of, and during the time spent by such personnel during such detention, as construed above, which will equal the total wage due for such period of detention, as construed above, computed on the basis of wage rate being paid such personnel at the time of such detention. Claims for benefits shall be made under applicable law with the Administrator. In the event that the Contractor is obligated by agreements, authorized above, to pay and shall have paid benefits in an amount not paid or payable by the Administrator on account of such detention of such personnel, the Government shall pay to the Contractor, in respect of such personnel during the period of such detention, as construed above, such amount which when added to the amount paid or to be paid in respect of such personnel by the Administrator, whether to the Contractor or otherwise, will equal the total wage due for such period of detention, as construed above, computed on the basis of wage rate being paid such personnel at the time of such detention. Subject to the availability of funds therefor, the obligation of the Government to make payments provided for by this paragraph shall continue in effect during the period of such detention, as construed above, and shall survive the earlier expiration or termination of this contract.

(20) Gratuities as set forth in § 7.104-16 of this title.

(21) Examination of records as set forth in § 7.104-15 of this title.

(22) The contract clauses as set forth in § 7.104 of this title (not otherwise mentioned in this part) and Part 9 of this title will be used in accordance with instructions contained in said section and part. The clauses as set forth in SS 7.105-5, 7.105-7 and 9.106 of this title will be used where necessary or

desirable to cover the subject matter contained in such clauses.

(23) Alterations as set forth in § 7.105-1 of this title will be used in accordance with instructions contained in subparagraph (18) of § 1006.102 (b).

(24) Contractual contents as set forth in subparagraph (19) of § 1006.102 (b).

(25) Approval as set forth in § 7.105-2 of this title will be used in accordance with instructions contained in subparagraph (20) of § 1006.102 (b). SUBPART E-TIME AND MATERIALS CONTRACTS

§ 1006.501 Scope of subpart. This subpart sets forth authorized clauses for use in time and materials contracts. The use of this form of contract should be limited to those situations and governed by the conditions set forth in § 3.407 of this title and § 1003.403 (a).

§ 1006.502 Contract clauses. (a) All time and materials contracts will include the following clauses in the following sequence:

(1)

Definitions as set forth in § 7.103-1 of this title.

(2) Changes as set forth below:

Changes. The Contracting Officer may, at any time, by a written order, issue additional instructions, require changed, modified or additional work and services or direct the omission of work and services covered by this contract. If such changes require a change in the time of performance of the work called for hereunder, the contract shall be modified in writing accordingly. The hourly rate set forth in the Schedule shall not be adjusted by reason of any order issued under this clause.

(3) Inspection as set forth below:

Inspection. (a) All material and workmanship shall be subject to inspection and test by representatives of the Government. For this purpose, the Contractor shall allow, at all times, inspectors and other Government personnel free access to the plant and operations and shall furnish such facilities, supplies and services as may be required for the work. The Contractor shall inform the inspector when services and supplies are ready for inspection. The Government representative shall have the right to (i) require the replacement of parts which are not in accordance with applicable specifications, and (ii) require the correction of defects; any of such replacement or correction which is required by virtue of the Contractor's inferior workmanship or unsatisfactory inspection system, shall be accomplished at the sole cost and expense of the Contractor.

(b) The Contractor shall provide and maintain a complete inspection system acceptable to the Government covering the inspection of the services and supplies furnished under this contract. Records of all inspection work by the Contractor shall be kept complete and available to the Government during the performance of the contract.

(c) The inspection and test by the Government of any particular item of work does not relieve the Contractor from any responsibility regarding any failures to meet contract requirements which may be subsequently discovered prior to final acceptance.

(d) The Contractor covenants and agrees to employ only qualified and competent employees in the performance of this contract, and that employees used will, on the average, be as efficient as the average for the departments of its plant concerned with performance of this contract.

(4) Payments as set forth below:

Payments (a) Time rate. (1) Upon certification to and approval by the Contracting Officer of properly substantiated vouchers indicating the number of direct labor hours performed, the Government will pay the Contractor amounts computed by applying the appropriate Time Rate set forth in the Schedule to such hours, which rates shall include wages, overhead, general and administrative expense (except as otherwise provided), and profit. Fractional parts of an hour shall be payable on a pro rata basis. The Contractor will substantiate vouchers by individual daily job time cards, preferably signed by the workers performing the services, and in all cases by evidence of actual payment. Payments will normally be made at Contractor's payroll intervals, but may be varied if conditions so warrant.

(2) Notwithstanding the provisions of subparagraph (1) hereof, the Contracting Officer shall withhold payment of amounts due under this paragraph (a) equivalent to any average payment hereunder, at such time as may be deemed appropriate by the Contracting Officer. Such amount shall become payable upon completion of performance of this contract, which shall be upon delivery of all work called for hereunder and submission of a written statement by the Contractor releasing the Government from any further claims whatsoever (except such final payment).

(3) As used in this paragraph (a), direct labor shall be as defined in the Schedule.

(b) Materials (including subcontracts). (1) The Contractor shall be paid upon submission of properly certified allowable costs of direct materials utilized in performance of this contract, subject to the limitation of funds allotted.

(2) Allowable costs of direct materials shall be determined by the Contracting Officer in accordance with Part 2, Section XV of the Armed Services Procurement Regulation, it being understood however that:

A. For purposes of payment, the cost of subcontracts which are authorized pursuant to clause 22 hereof, shall be reimbursable costs hereunder.

B. The cost-plus-a-percentage-of-cost system of contracting shall not be used by the contractor in procuring articles, materials, supplies, or services required for the performance of this contact.

C. The Contractor shall, to the extent of its ability, procure materials at the most advantageous prices available, with due regard to securing prompt delivery of satisfactory materials, take all cash and trade discounts, rebates, allowances, credits, salvage, commissions and bonifications, and when unable to take advantage of such benefits it shall promptly notify the Contracting Officer to that effect and the reason therefor. Credit shall be given to the Government in accordance with Contractor's standard accounting policy for all cash and trade discounts, rebates, allowances, credits, salvage, the value of resulting scrap, where the amount of such scrap is appreciable, commissions and bonifications which have accrued to the benefit of the Contractor or would have so accrued except for the fault or neglect of the Contractor. Such benefits lost through no fault or neglect on the part of the Contractor or lost through fault of the Government, shall not be deducted from gross costs.

D. The Contractor shall support all material charges by paid invoices or store room requisitions.

E. Unless provisions of the Schedule hereof otherwise specify, the hourly rate or rates set forth in the Schedule shall not be varied by virtue of the Contractor having performed work on an overtime basis. Whenever practicable, the Contractor shall inform the Contracting Officer in advance of proposed overtime work.

(c) Records and certifications. The Contractor will maintain detailed, complete and accurate accounting records on a job-order basis, which records will be preserved for a period of at least six (6) years after completion of this contract. The Contractor shall support all vouchers with a certificate that the amount billed is correct and just.

(d) Funds allotted. As of the date of execution of this contract, there has been allotted for it the total sum set forth in the Schedule. This sum may be increased from time to time by the Government solely at its discretion. Notwithstanding any other provisions of this contract, the Contractor shall not be obligated to perform any services, pursuant hereto, the aggregate price of which when added to the aggregate price of all services theretofore furnished pursuant hereto, would exceed said sum. If, at any time, the Contractor considers it likely that the aggregate amount, set forth in the Schedule, may shortly be exceeded, the Contractor will so notify the Contracting Officer and the parties may thereupon enter into negotiations for such amendment to or modification of this contract as may be appropriate. Any

thing in this contract to the contrary notwithstanding, the Government shall not be obligated to pay to the Contractor any amount in excess of the sum allotted for this contract.

NOTE: Provisions of the reference "Part 2, Section XV of the Armed Services Procurement Regulation" in a foregoing clause are contained in Subpart B, Part 15 of this title.

(5) Assignment of claims as set forth in § 7.103-8 of this title.

(6) Excusable delays as set forth below:

Excusable delays. The Contractor shall not be liable for any delay in the performance of this contract which results without fault or negligence on the part of the Contractor and which is due to causes beyond its control including, without being limited to, acts of God or of the public enemy, any preference, priority or allocation order issued by the Government or any other act of the Government, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes and unusually severe weather; and, unless the Contracting Officer shall determine that the materials or supplies to be furnished under a subcontract are procurable in the open market, any delay of a subcontractor which results without fault or negligence on the part of the Contractor, and which is due to causes beyond the control of the Contractor, including without being limited to the types or causes above enumerated; provided, that the Contractor shall notify the Contracting Officer in writing of such delay and the cause thereof, within ten days from the beginning thereof or within such further period as the Contracting Officer shall, prior to the date of final settlement of this contract, grant for the giving of such notice. The Contracting Officer shall then ascertain the facts and the extent of the delay and shall make an equitable adjustment in the prescribed time of performance when in his opinion the facts justify such action. If the Contractor objects to any adjustment made by the Contracting Officer under this clause, the dispute shall be determined as provided in clause 7 hereof.

(7) Disputes as set forth in §7.103-11 of this title.

(8) Notice and assistance as set forth in § 9.102 of this title.

(9) Buy American Act as set forth in § 7.103-14 of this title.

(10) Convict labor as set forth in § 12.203 of this title.

(11) Eight-Hour Law as set forth in § 12.303 of this title.

(12) Walsh-Healey Public Contracts Act as set forth in § 12.604 of this title.

(13) Nondiscrimination in employment as set forth in § 12.803 of this title.