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§ 18-7.452-2

Special instructions.

(a) Definitions. Additional definitions may be included if they are not inconsistent with the prescribed clause.

(b) Limitation of cost. See § 187.452-3(g).

(c) Allowable cost and payment. The provisions set forth in § 18-7.5007 shall be added as paragraph (D) to (f) (ii) of this clause.

(d) Subcontracts. In paragraph (b) of the "Subcontracts" clause, the percentage and amount set forth in (ii) thereof may be varied, and in (i), (v) and (vi) thereof dollar amounts not in excess of $10,000 may be established below which the prior written consent of the contracting officer need not be obtained.

(e) Inspection. Where a more detailed provision covering inspection is desired, as where the primary contract objective is the delivery of end items other than designs, drawings or reports, the "Inspection" clause contained in NASA Form 417 should be substituted for the "Inspection" clause contained in NASA Form 419.

(f) Records. In the case of contracts that establish separate periods of performance, the alternative subparagraphs (a) (4) and (5) set forth in § 18-7.5023 may be substituted for the corresponding subparagraphs of the "Records" clause contained in NASA Form 419.

(g) Property rights in inventions. The percentage amount specified to be withheld by paragraph (k) of the "Property Rights in Inventions" clause may be reduced from 10% to 1%.

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areas (§ 18

(a) Soviet controlled 7.5001). See the instructions set forth in § 18-7.150-3(a).

(b) Labor clauses for construction contracts clauses 20 to 26, inclusive, of Standard Form 23A). See instructions set forth in § 18-7.15C-3(b) and the guidance provided in Subpart 18-12.4.

(c) Rights in data. For guidance, see § 18-7.151-3(d). However NASA Form 419 already contains a "Data" clause.

(d) Data requirements. See §§ 187.151-3(e) and 18-7.451-4(b).

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(g) Limitation of Government's obligation (§ 18-7.5020). See instructions set forth in § 18-7.251-3(g). However, approval by the Director, Procurement and Supply Division, NASA Headquarters, is not required.

(h) Estimated cost. The clause set forth in § 18-7.5026 will be modified to delete any reference to a fixed fee and Ishall be included in the Schedule of the contract.

(i) Reports of work. The clause sev forth in § 18-7.5029 shall be included in the Schedule of the contract. Variances in this clause are authorized to meet the particular requirements of a procurement. Consideration should be given in each case to the desirability of providing for intermittent reports as well as, for example, where a contractor completes a significant unit of work which merits publication.

(j) NASA Small Business Subcontracting Program (§ 18-7.5010). For instructions concerning the inclusion of this clause, see § 18-7.150-3(g).

(k) Materials reports (§ 18-7.5027). See instructions set forth in § 18-7.3523(j).

§ 18-7.452-4 Additional clauses authorized for use.

(a) Alterations in contract (§ 187.5011). See instructions set forth in § 18-7.150-4(a).

(b) Bill of materials. The clause set forth in ASPR 7-105.6 is authorized for use under the circumstances set forth therein.

(c) Federal, State, and local taxes (§ 18-7.5032). See instructions set forth in § 18-7.251-4 (c).

(d) Data of incurrence of costs (§ 187.5030). See instructions set forth in § 18-7.251-4 (d).

(e) Notice of delay (§ 18-7.5031). See instructions set forth in § 18-7.251-4(e). (f) Program progress reports (§ 18–7.5028). See instructions set forth in

§ 18-7.251-4(f).

§ 18-7.453 Cost-reimbursement type research and development contracts (NASA Form 417).

§ 18-7.453-1 Required forms.

Except where NASA Forms 419S and 419 are authorized for use under §§ 18-7.451 and 18-7.452, NASA Form 417 shall be used in all other NASA cost-reimbursement type research and development contracts. NASA Form 417 shall be used together with a Cover Page (NASA Form 437), a Schedule, and a Signature Page (NASA Form 437-1).

§ 18-7.453-2 Special instructions.

(a) Definitions. Additional definitions may be included if they are not inconsistent with the prescribed clause.

(b) Limitation of cost. See 18-7.453-3(g).

(c) Allowable cost, fixed fee, and payment. When the contract is in excess of $250,000, is not with a small business concern, and is not otherwise included within the types of contracts set forth in ASPR 3-404.3 (d) (2), paragraph (c) of Clause 4 of NASA Form 417 shall be deleted and the paragraph set forth in § 18-7.5022 substituted therefor, unless otherwise approved by the Director, Procurement and Supply Division, NASA Headquarters. In addition, the provision set forth in § 18-7.5007 shall be added as paragraph (D) to (f) (ii) of this clause when the Schedule contains a "Data Requirements" clause (see SS 18-7.151-3 (e) and 18-7.251-2(d).

(d) Assignment of claims. See §§ 18-7.150-2(c) and 18-7.151-2(c).

(e) Subcontracts. In paragraph (b) of the "Subcontracts" clause, the percentage and amount set forth in (ii) thereof may

be varied, the dollar amount in (iii) may be increased, and in (i), (iv) and (v) thereof dollar amounts not in excess of $10,000 may be established below which the prior written consent of the contracting officer need not be obtained.

(f) Records (§ 18-7.5023). See instructions set forth in § 18-7.452-2(f) which are equally applicable to the "Records" clause in NASA Form 417.

(g) Payment of royalties (§ 18-7.5024). See instructions set forth in § 18-7.2512(i) if the contractor is a member of the Manufacturers Aircraft Association.

(h) Property rights in inventions. Where the contract is with a member of the Manufacturers Aircraft Association, see § 18-7.5021 for the deviation authorized to be made in the "Property Rights in Inventions" clause.

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The following additional clauses are required to be included as "Additional General Provisions" (unless otherwise indicated) under the circumstances set forth below:

(a) Soviet controlled areas (§ 187.5001). See instructions set forth in § 18-7.150-3(a).

(b) Labor clauses for construction contracts (Clauses 20 to 26, inclusive, of Standard Form 23A). See instructions set forth in § 18-7.150-3 (b) and the guidance provided in Subpart 18-12.4.

(c) Rights in data. For guidance, see § 18-7.151-3(d). However, NASA Form 417 already contains a "Data" clause.

(d) Data requirements. For general background, see § 18-7.151-3(e). The clause set forth in § 18-7.5004 shall be included in the schedule of the Contract. Subparagraphs (a) (ii) (B) and (C) of this clause may be deleted or modified in accordance with NASA's requirements as indicated by the project engineer. See § 18-7.453-2(c).

(e) Approval of contract. The clause set forth in § 18-7.5017 will be included when approval of the contract by the Director, Procurement and Supply Division, NASA Headquarters, is required.

(f) Cargo Preference Act. [Reserved] (g) Limitation of Government's obligation (§ 18-7.5020). See instructions set forth in § 18-7.251-3(g). However, the approval by the Director, Procurement and Supply Division, NASA Headquarters, is not required.

(h) Payment of fixed fee (§ 187.5025). See instructions set forth in § 18-7.251-3 (h).

(i) Estimated cost and fixed fee (§ 18-7.5026). See instructions set forth in § 18-7.251-3 (i).

(j) Reports of work (§ 18-7.5029). See instructions set forth in § 18-7.2513 (i).

(k) NASA Small Business Subcontracting Program (§ 18-7.5010). See instructions set forth in § 18-7.150-3(g).

(1) Materials reports (§ 18-7.5027). See instructions set forth in § 18-7.3523(j).

(m) Financial reports.

[Reserved]

§ 18-7.453-4 Additional clauses authorized for use.

contract (a) Alterations in (§ 187.5011). See instructions set forth in § 18-7.150-4(a).

(b) Bill of materials. The clause set forth in ASPR 7-105.6 is authorized for use under the circumstances set forth therein.

(c) Federal, State, and local taxes (§ 18-7.5032). See instructions set forth in § 18-7.251-4(c).

(d) Date of incurrence of costs (§ 187.5030). See instructions set forth in § 18-7.251-4(d).

(e) Notice of delay (§ 18-7.5031). See instructions set forth in § 18-7.251-4(e).

(f) Program progress reports (§ 187.5028). See instructions set forth in § 18-7.251-4(f).

(g) Contractor's independent research program (§ 18-7.5033). See instructions set forth in § 18-7.251-4(g). Subpart 18-7.50-Specific Contract Clauses Soviet-controlled

§ 18-7.5001

clause.

SOVIET-CONTROLLED AREAS

areas

(a) The Contractor shall not acquire for use in the performance of this contract any supplies or services originating from sources within Soviet-controlled areas, as listed in the Schedule of this contract, or from Hong Kong or Macao, without the written approval of the Contracting Officer.

(b) The Contractor agrees to insert the provisions of this clause, including the Soviet-controlled areas listed in the Schedule and this subparagraph (b), in all subcontracts hereunder.

§ 18-7.5002 Data clause.

DATA

(a) The term "Subject Data" as used herein includes writings, sound recordings, pictorial reproductions, drawings or other graphical representations, and works of any similar nature (whether or not copyrighted) which are specified to be delivered under this contract. The term does not include financial reports, cost analyses, and other information incidental to contract

administration.

(b) The Contractor agrees to and does hereby grant to the Government, and to its officers, agents, and employees acting within the scope of their official duties, a royaltyfree, nonexclusive and irrevocable license throughout the world for Government purposes to publish, translate, reproduce, deliver, perform, dispose of, and to authorize others so to do, all Subject Data now or hereafter covered by copyright: Provided,

That with respect to the Subject Data now or hereafter covered by copyright and not originated in the performance of this contract, such license shall be only to the extent that the Contractor, his employees, or any individual or concern specifically employed or assigned by the Contractor to originate and prepare such Data under this contract, now has, or prior to completion or final settlement of this contract may acquire, the right to grant such license without becoming liable to pay compensation to others solely because of such grant.

(c) The Contractor shall exert all reasonable effort to advise the Contracting Officer, at the time of delivery of the Subject Data furnished under this contract, (i) of all invasions of the right of privacy contained therein and (ii) of all portions of such Data copied from work not composed or produced in the performance of this contract and not licensed under this clause.

(d) The Contractor shall report to the Contracting Officer, promptly and in reasonable written detail, each notice or claim of copyright infringement received by the Contractor with respect to all Subject Data delivered under this contract.

(e) Nothing contained in this clause shall imply a license to the Government under any patent or be construed as affecting the scope of any license or other right otherwise granted to the Government under patent.

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(f) Subject to the proviso of (b) above and unless otherwise limited below, the Government may duplicate, use, and disclose in any manner and for any purpose whatsoever, and have others so do, all Subject Data delivered under this contract.

(g) Notwithstanding any provisions of this contract concerning inspection and acceptance, the Government shall have the right at any time to modify, remove, obliterate, or ignore any marking not authorized by the terms of this contract on any piece of Subject Data furnished under this contract.

(h) Notwithstanding any Tables or Specifications included or incorporated in the contract by reference, "proprietary data" need not be furnished unless suitably identified in the Schedule of the contract as being required. For the purpose of this clause, "proprietary data” means data providing information concerning the details of a Contractor's secrets of manufacture, such as may be contained in but not limited to his manufacturing methods or processes, treatment and chemical composition of materials, plant layout and tooling, to the extent that such information is not disclosed by inspection or analysis of the product itself and to the extent that the Contractor has protected such information from unrestricted use by others.

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following paragraph will be added to the clause set forth in § 18-7.5002:

(i) That portion of the Subject Data delivered under this contract which is identified in the Schedule as being subject to limitations shall not be released outside the Government, nor be duplicated, used, or disclosed in whole or in part for procurement or manufacturing purposes (other than for manufacture required in connection with repair or overhaul where an item is not procurable commercially so as to enable the timely performance of the overhaul or repair work: Provided, When Data is released by the Government to a Contractor for such purposes, the release shall be made subject to the limitations of this clause: Provided further, Such Data shall not be used for manufacture or procurement of spare parts for stocks), without permission of the Contractor, if the following legend is marked on each piece of Data so limited either in its entirety or only partially as to its content: Furnished under United States Government Contract No. and only those portions thereof which are marked (for example, by circling, underscoring or otherwise) and indicated as being subject to this legend shall not be released outside the Government (except to foreign governments, subject to these same limitations), nor be disclosed, used, or duplicated, for procurement or manufacturing purposes, except as otherwise authorized by contract, without the permission of This legend shall be marked on any reproduction hereof in whole or in part.

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(a) To the extent that the following data is not elsewhere required to be furnished to the Government under this contract, the Contractor, upon written request of the Contracting Officer at any time during contract performance or within one year after final payment, shall furnish the following:

(1) A set of engineering drawings sufficient to enable manufacture of any equipment or items furnished under the contract (other than components or items of standard commercial design or items fabricated heretofore); or a set of flow sheets and engineering drawings sufficient to enable performance of any process developed under the contract. Such set or sets of drawings and flow sheets

shall be reproducible copies incorporating all changes made in the equipment or process in the form in which it was delivered to the Government.

(2) Any of the following data which is necessary to explain or to help Government technical personnel understand any equipment, items or process developed under the contract and furnished to the Government:

(i) A copy (which shall be a reproducible master if one is so requested) of drawings and other technical data used in or prepared in connection with the development, practice and testing of any process or processes required under the contract, or with the development, fabrication, and testing of prototype models of equipment or items (other than items of standard commercial design or items fabricated heretofore), if required under the contract.

(ii) A report of all studies made in planning the work, and in developing background research for the work, including citation references to all such background research, and a copy of all compilations, digests or analyses of such background research compiled in connection with the performance of this contract.

(iii) A copy (which shall be a reproducible master if one is so requested) of design studies, research notes, parameter and tolerance studies, drawings, including Contractor's identification of symbols and markings, specifications, test results and any other technical information used in any research, development, design, engineering, and testing required in the performance of this contract, including test equipınent and related items, together with any information as to safety precautions which may be necessary in connection with the manufacture, storage, or use of the equipment, material, or process, if any, in the event that an equipment, material, or process is the subject of research under this contract.

The Contractor shall not be required to furnish any background data which may be described in (ii) and (iii) above unless such data is essential and closely related to the contract work.

(b) All reports, data, and recorded information which are required to be furnished by the Contractor under this provision, as well as all other reports of a technical nature required to be furnished under this contract, are "Subject Data" within the meaning of the clause of the General Provisions of this contract entitled "Data."

(c) Nothing contained in this "Data Requirements" article shall require the Contractor to deliver any data, the delivery of which is excused by paragraph (h) of the clause of the General Provisions of this contract entitled "Data." If any of the data requested is in the public domain or copyrighted, it will be sufficient for the Contractor to identify the data and furnish a citation as to where it may be found.

(d) Any reproducible copies requested under this "Data Requirements" article shall

be of a type and prepared in accordance with good commercial practice.

§ 18-7.5004-2

Additional provision for fixed price contracts. When the clause in § 18-7.5004-1 is used in fixed price contracts, the following paragraph will be added:

(e) A request to furnish any of the data described in this "Data Requirements" article prior to final payment under this contract shall be considered a change under the "Changes" clause of this contract and an equitable adjustment may be made in the price for such data. If the request for such data is made during the one year period after final payment, the costs of furnishing such data shall be at the expense of the Government. Any adjustment of price prior to final payment, or any payment of expense after final payment, shall not include any amount for the value of the data, but shall be limited to the materials, direct labor, reasonable incidental expenses, allocable portion of overhead involved in the reproduction or preparation of the data, and a reasonable profit on the above.

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GOVERNMENT-FURNISHED PROPERTY

(a) The Government shall deliver to the Contractor at the specified time or times the property described in the Schedule or specifications, together with such related data and information as the Contractor may reasonably request. In the event the Government fails to make timely delivery of such Government-furnished property, and upon timely written request of the Contractor, the Government shall make an equitable adjustment of delivery or performance dates or contract price, or both, pursuant to the "Changes" clause of this contract.

(b) By notice in writing, the Contracting Officer may decrease the property furnished or to be furnished by the Government under this contract. In any such case, the Contracting Officer, upon the written request of the Contractor, shall equitably adjust the delivery or performance dates or the contract price, or both, pursuant to the "Changes" clause of this contract.

(c) Title to all property furnished by the Government, hereinafter referred to as "Government-furnished property," shall remain in the Government. Title to Government-furnished property shall be unaffected by the incorporation or attachment thereof to any property not owned by the Government, nor shall Government-furnished property, or any part thereof, be or become a fixture or lose its identity as personality by reason of affixation to any realty. Except as otherwise specifically provided in this contract, the Contractor (i) shall not pledge, assign, or transfer title to any Governmentfurnished property, nor do or suffer anything to be done whereby any Governmentfurnished property may be seized, taken in execution, attached, destroyed or injured, not and (ii) shall or otherwise part with possession of, or permit the use by others of any Government-furnished property.

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(d) Unless otherwise provided in this contract, the Contractor, upon delivery to it of any Government-furnished property, assumes the risk of, and shall be responsible for, any loss thereof or damage thereto except for reasonable wear and tear, and except to the extent that such property is consumed in the performance of this contract. In lieu of payment of damages to the Government, the Contractor, if so instructed by the Contracting Officer, shall accomplish, at its own expense, the repair or replacement of Government-furnished property for the loss or damage of which the Contractor is responsible herein.

(e) The Contractor shall maintain and administer, in accordance with sound industrial practice, a program for the maintenance, repair, protection and preservation of Government-furnished property.

(f) Government-furnished property shall, unless otherwise provided herein, be used only for the performance of this contract.

§ 18-7.5007 Additional allowable cost, fixed fee and payment provision.

The following provision will be added as paragraph (D) to paragraph (f) (ii) of the "Allowable Cost, Fixed Fee, and Payment" clause in NASA Forms 417 and 418 and to the "Allowable Cost and Payment" clause in NASA Form 419 under the conditions specified in § 187.251-2(d), 18-7.452-2(c), and 18-7.4532(c):

(D) Claims for reimbursement of costs incurred in reproducing, preparing, and shipping data pursuant to a written request of the Contracting Officer to furnish data under the Article of the Schedule of this contract entitled "Data Requirements," when such written request occurs within the one-year period after final payment.

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