Vol14 ch01 Appx1b

Guide to Judiciary Policy
Vol 14: Procurement

Ch 1: Overview
Appx 1B: Solicitation Provisions and Contract Clauses
Note: For a cross-linked matrix of the solicitations provisions and clauses in this
appendix, see: Guide, Vol 14, Appx 1C (Matrix of Solicitation Provisions and Clauses
(Including Key)).
Provisions and Clauses (B and Chapter 1)

Provisions and Clauses (Chapter 2)
Provisions and Clauses (B and Chapter 1)
B.1.1 Definitions
Provision
A term or condition used only in solicitations and applying only before award,
e.g., provisions which provide information about how offers will be evaluated.
These are generally incorporated at the end of solicitation documents in order to
easily omit them from the award document.
Clause
A term or condition used in solicitations and contracts and applying both before
and after award.
B.1.2 Applicability
This Appendix sets forth standard provisions and clauses to be included in solicitations
and contracts for products and services. Applicable provisions and clauses must be
included in the prescribed Uniform Contract Format (UCF) section when issuing a
solicitation or contract which is required to follow the UCF. See: Appx 1A (Uniform
Last revised (Transmittal 14-007) June 30, 2014

Guide to Judiciary Policy, Vol. 14, Appx. 1B Page 1-2
Contract Format) and Appx 1C (Matrix of Solicitation Provisions and Clauses (Including
Key)). When UCF does not apply, such as in small purchase procedures, incorporate
appropriate clauses and provisions in the following order:
clauses followed by provisions

clauses/provisions incorporated by reference followed by those required to
be incorporated in full text (see: Appx 1C (Matrix of Solicitation Provisions
and Clauses (Including Key))
by clause/provision number
B.1.3 Numbering of Provisions and Clauses
Provisions and clauses are numbered with the chapter or appendix prescribing their use
in Volume 14 of the Guide. For instance, Clause 1-1 is in Chapter 1, Provision 2-1 is in
Chapter 2, and Provision B-1 is prescribed in this Appendix 1B.
Beneath each clause or provision title are instructions on where in this volume of the
Guide the prescription for the usage of that clause or provision is located.
Appx 1C (Matrix of Solicitation Provisions and Clauses) is a quick reference document

to help COs find clauses, provisions, and their prescription(s). It also provides guidance
as to:
the required UCF section for each clause/provision, when UCF is

applicable;
whether specific clauses or provisions may be incorporated by reference

or must be incorporated in full text; and
whether the clause or provision is always required (R) for a specific type of
procurement or only required when certain conditions apply (A).
B.2.1 Solicitation Provisions and Contract Clauses Prescribed in Appendix 1B.
(a) Provision B-1, Solicitation Provisions Incorporated by Reference is included in all

solicitations.
(b) Clause B-5, Clauses Incorporated by Reference is included in all solicitations and
contracts.
(c) Clause B-20, Computer Generated Forms is included in all solicitations and
contracts that require the contractor to submit data on standard or optional forms.
Provision B-1, Solicitation Provisions Incorporated by Reference
Include the following provision as prescribed in Appx 1B, B.2.1.(a) (Solicitation

Provisions and Contract Clauses Prescribed in Appendix 1B).
Solicitation Provisions Incorporated by Reference (SEP 2010)
This solicitation incorporates one or more solicitation provisions by reference,

with the same force and effect as if they were given in full text. Upon request,
the contracting officer will make their full text available. The offeror is cautioned
that the listed provisions may include blocks that must be completed by the
offeror and submitted with its quotation or offer. In lieu of submitting the full text
of those provisions, the offeror may identify the provision by paragraph identifier
and provide the appropriate information with its quotation or offer. Also, the full
text of a solicitation provision may be accessed electronically at this address:
http://www.uscourts.gov/procurement.aspx.
(end)
Clause B-5, Clauses Incorporated by Reference
Include the following clause as prescribed in Appx 1B, B.2.1.(b) (Solicitation

Clauses Incorporated by Reference (SEP 2010)
This contract incorporates one or more clauses by reference, with the same force
and effect as if they were given in full text. Upon request, the contracting officer
will make their full text available. Also, the full text of a clause may be accessed
electronically at this address:
http://www.uscourts.gov/procurement.aspx.
(end)
Provision B-10, RESERVED
Clause B-15, RESERVED
Clause B-20, Computer Generated Forms
Include the following clause as prescribed in Appx 1B, B.2.1.(c) (Solicitation

Computer Generated Forms (JAN 2003)
(a) Any data required to be submitted on a Standard or Optional form may be

submitted on a computer generated version of the form, provided there is no
change to the name, content, or sequence of the data elements on the form, and
provided the form carries the Standard or Optional form number and edition date.
(b) Unless prohibited by the contracting officer, any data required to be submitted on
a judiciary unique form may be submitted on a computer generated version of the
form provided there is no change to the name, content, or sequence of the data
elements on the form and provided the form carries the judiciary form number
and edition date.
(c) If the contractor submits a computer generated version of a form that is different
than the required form, then the rights and obligations of the parties will be
determined based on the content of the required form.
(end)
Clause 1-1, Employment by the Government
Include the following clause as prescribed in 150.30.40 (Clauses).
Employment by the Government (JAN 2003)
(a) The contractor covenants that throughout the term of this contract no contractor
employee who performs services under this contract will be an officer or
employee of the government of the United States.
(b) If the contractor be an individual, the contractor covenants that throughout the
term of this contract the individual will not be or become an officer or employee of
the government of the United States. If during the term of contract the contractor
intends to become an officer or employee of the government, the contractor shall
advise the contracting officer in writing of such intentions so appropriate
measures may be taken.
(c) If the contractor be other than an individual, the contractor covenants that
throughout the term of this contract no partner, principal, officer, stockholder, or
other person having a financial interest in the contractor or the ability to control
the contractor, directly or indirectly, will be or become an officer or employee of
the government of the United States. The status of a stockholder as an officer or
employee of the government of the United States will not constitute a violation of
this subsection if the stock of the contractor is traded publicly over the counter or
on a regional or national stock exchange.
(d) For purposes of subsection (c), a business or partnership interest or stock owned
by a spouse, child, or parent of an officer or employee of the government of the
United States shall be deemed to be owned by such officer or employee.
(e) The violation of any subsection of this section will constitute a material breach for
which the judiciary may seek any and all remedies under the contract, including
termination.
(end)
Clause 1-5, Conflict of Interest
Include the following clause as prescribed in 150.30.40 (Clauses) and 520.75(a)

(Provisions and Clauses).
Conflict of Interest (AUG 2004)
(a) The contractor specifically agrees that there is no conflict of interest arising from
the services to be provided under this agreement. The contractor further agrees
that no employee, principal, or affiliate is in any such conflict.
(b) Work under this contract may create a future conflict of interest that could prohibit
the contractor from competing for, or being awarded future judiciary contracts.
The following examples illustrate situations in which questions concerning
potential conflicts of interest may arise:
(1) Unequal Access to Information
Access to internal judiciary business information as part of the

performance of a contract that could provide the contractor a competitive
advantage in a later competition for another judiciary contract. Such an
advantage could easily be perceived as unfair by a competing vendor who
is not given similar access to the relevant information.
(2) Competitive Advantage
The contractor, under a prior or existing contract, participates in defining

or preparing the requirements or documents that are involved in a
subsequent procurement where the contractor may be a competitor. This
includes, but is not limited to, defining the requirements, preparing an
alternatives analysis, drafting the statement of work or specifications, or
developing the evaluation criteria.
(3) Impaired Objectivity
The contractor is required to assess or evaluate products or services

produced or performed by the contractor or one of its business divisions,
subsidiaries, or affiliates, or any entity with which it has a significant
financial relationship. The contractors ability to render impartial advice
could be undermined by the contractors financial or other business
relationship with the entity being evaluated.
The contractor agrees to immediately notify the contracting officer, in writing, if an

actual or potential conflict of interest arises, including any of the above and if a
non-judiciary client requests or receives any professional advice, representation,
or assistance regarding the judiciary.
The judiciary reserves the right to preclude a contractor from participating in a

procurement, refuse to permit the contractor to undertake any conflicting
agreements with non-judiciary clients, or terminate this contract without cost to
the judiciary in the event the contracting officer determines a conflict of interest
exists and cannot be avoided or mitigated.
(end)
Clause 1-10, Gratuities or Gifts
Include the following clause as prescribed in 150.50.50 (Clause).
Gratuities or Gifts (JAN 2010)
(a) The right of the contractor to proceed may be terminated by written notice if, after
notice and hearing, the Procurement Executive or designee determines at a
level above the contracting officer that the contractor, its agent or another
representative:
(1) offered or gave a gratuity (e.g., an entertainment or gift) to an officer,

official or employee of the judiciary; and
(2) intended, by the gratuity, to obtain a contract or favorable treatment under

a contract.
(b) The facts supporting this determination may be reviewed by any court having
lawful jurisdiction.
(c) If this contract is terminated under paragraph (a) of this clause, the judiciary is
entitled to pursue the same remedies as in a breach of contract.
(d) The rights and remedies of the judiciary 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.
(end)
Clause 1-15, Disclosure of Contractor Information to the Public
Include the following clause as prescribed in 170.70 (Clause).
Disclosure of Contractor Information to the Public (AUG 2004)
(a) The judiciary reserves the right to disclose information provided by the
contractor, in response to a request by a member of the general public. Upon
receipt of a written request, the judiciary will disclose information which would
constitute public records in an agency covered by the Freedom of Information
Act. In the event the requested information consists of or includes commercial or
financial information, including unit prices, the contractor shall be notified of the
request and provided with an opportunity to comment.
(b) The contractor will thereafter be notified as to whether the information requested
will be released. The contractor understands and agrees that unit and/or
aggregate prices contained in the contract may be subject to disclosure without
consent.
(end)
Provision 2-1, Request for Information or Solicitation for Planning Purposes
Include the following provision as prescribed in 210.60.40 (Solicitation Provision).
Request for Information or Solicitation for Planning Purposes (JAN 2003)
The judiciary does not intend to award a contract on the basis of this solicitation
or to otherwise pay for the information solicited.
(1) Although "offer" and "offeror" are used in this Request for Information,
your response will be treated as information only. It will not be used as an
offer.
(2) This solicitation is issued for the purpose of: [state purpose]
(end)
Clause 2-5A, Inspection of Products
Include the following clause as prescribed in 220.10.70(a) (Clauses).
Inspection of Products (APR 2013)
(a) The contractor shall use and maintain a written inspection or quality control
system acceptable to the judiciary for the products under this contract. The
contractor shall tender to the judiciary for acceptance only products which have
been inspected in accordance with the acceptable inspection system and have
been found by the contractor to be in conformity with contract requirements. As
part of the system, the contractor shall prepare records evidencing all inspections
made under the system and the outcome. These records shall be kept complete
and made available to the judiciary during contract performance and for at least
three years after acceptance. The judiciary has the right to evaluate the
acceptability and effectiveness of the contractor's inspection system before
award and during contract performance. This evaluation may be used to
determine the extent of judiciary inspection and testing, but this does not waive
its right to inspect and test all items. The right of review, whether exercised or
not, does not relieve the contractor of the obligations under the contract.
(b) The judiciary has the right to inspect and test all products provided under this
contract, to the extent practicable, at all times and places, including the period of
manufacture, and in any event before acceptance. The judiciary will perform
inspections and tests in a manner that will not unduly delay the work. The
judiciary assumes no contractual obligation to perform any inspection and test for
the benefit of the contractor unless specifically set forth elsewhere in this
contract.
(c) If requested by the judiciary, the contractor shall provide all reasonable facilities
and assistance to the judiciary inspectors. If the judiciary performs inspections or
tests on the premises of the contractor or a subcontractor, the contractor shall
furnish, and shall require subcontractors to furnish, at no increase in contract
price, all reasonable facilities and assistance for the safe and convenient
performance of these duties. Except as otherwise provided in the contract, the
judiciary shall bear the expense of judiciary inspections or tests made at other
than the contractors or subcontractors premises; provided, that in case of
rejection, the judiciary shall not be liable for any reduction in the value of
inspection or test samples.
(d) The judiciary may require the contractor to correct or replace any products that
fail to comply with the requirements of this contract. Products are nonconforming
when they are defective in material or workmanship or are otherwise not in
conformity with contract requirements. The judiciary may reject nonconforming
supplies with or without disposition instructions. Upon determining that the
products are nonconforming, the judiciary may, at its discretion:
(1) require replacement or correction of the defective products;
(2) acquire replacement products from another source, and charge the
contractor for any costs incurred by the judiciary; or
(3) accept the nonconforming products at a reduced price.
(e) The contractor shall remove supplies rejected or required to be corrected.

However, the contracting officer may require or permit correction in place,
promptly after notice, by and at the expense of the contractor. Corrected or
replaced products may not be tendered again unless the former tender and the
requirement for correction or replacement are disclosed.
(f) If the contractor fails to proceed with reasonable promptness to remove, replace
or correct rejected products, the judiciary may:
(1) by contract, or otherwise, remove, replace, or correct the products and

charge the cost to the contractor; or
(2) terminate this contract for default.

(g) If the contractor does not correct or replace the products within the contract
delivery schedule, the contracting officer may require an equitable price reduction
as consideration for late delivery.
(h) Acceptance shall be conclusive, except for latent defects, fraud, gross mistakes
amounting to fraud, or as otherwise provided in the contract.
(i) The contracting officer may require a price reduction for consideration for any
judiciary costs incurred for:
(1) the total time, including round-trip travel time, lost by judiciary
representatives when the contractor is not ready for inspection at the time
inspection and testing is requested by the judiciary; and
(2) the total time, including round-trip travel time, required by judiciary
representatives for reinspection and retesting necessitated by rejection.
(end)
Clause 2-5B, Inspection of Services
Include the following clause as prescribed in 220.10.70(b) (Clauses).
Inspection of Services (APR 2013)
(a) The contractor shall provide and maintain an inspection system acceptable to the
judiciary covering the performance of services under this contract. Complete
records of all inspection work performed by the contractor shall be maintained
and made available to the judiciary during contract performance and for at least
three years after acceptance.
(b) The judiciary has the right to inspect and test all services provided under this
contract, to the extent practicable, at all times and places during the term of the
contract. The judiciary will perform inspections and tests in a manner that will not
unduly delay the work.
(c) If the judiciary performs inspections or tests on the premises of the contractor or
a subcontractor, the contractor shall furnish, and shall require subcontractors to
furnish, at no increase in contract price, all reasonable facilities and assistance
for the safe and convenient performance of these duties.
(d) If any of the services do not conform with contract requirements, the judiciary
may require the contractor to perform the services again in conformity with
contract requirements, at no increase in contract amount. When the services

cannot be corrected by re-performance, the judiciary may:
(1) require the contractor to take necessary action to ensure that future
performance conforms to contract requirements; and
(2) reduce the contract price to reflect the reduced value of the services
performed.
(e) If the contractor fails to promptly perform the services again or to take the
necessary action to ensure future performance in conformity with contract
requirements, the judiciary may:
(1) by contract or otherwise, obtain performance of the services and charge to

the contractor any cost incurred by the judiciary that is directly related to
the performance of such service; or
(2) terminate the contract for default.
(end)
Clause 2-10, Responsibility for Products
Include the following clause as prescribed is 220.10.70(c) (Clauses).
Responsibility for Products (JAN 2010)
(a) Title to products furnished under this contract shall pass to the judiciary upon
formal acceptance, regardless of when or where the judiciary takes physical
possession, unless the contract specifically provides for earlier passage of title.
(b) Unless the contract specifically provides otherwise, risk of loss of or damage to
products shall remain with the contractor until, and shall pass to the judiciary
upon:
(1) delivery of the products to a carrier, if transportation is F.o.b. origin; or
(2) acceptance by the judiciary or delivery of the products to the judiciary at

the destination specified in the contract whichever is later, if transportation
is f.o.b. destination.
(c) Paragraph (b) of this clause shall not apply to products that so fail to conform to
contract requirements as to give a right of rejection. The risk of loss of or
damage to such non-conforming products remains with the contractor until cure
or acceptance. After cure or acceptance, paragraph (b) of this clause shall

apply.
(d) Under paragraph (b) of this clause, the contractor shall not be liable for loss of or
damage to products caused by the negligence of officers, agents, or employees
of the judiciary acting within the scope of their employment.
(end)
Provision 2-15, Warranty Information
Include the following provision as prescribed in 220.20.40(a) (Clauses and

Provisions).
Warranty Information (JAN 2003)
Offerors are encouraged to submit information on any standard commercial

warranties provided for offered products. The judiciary will consider these
warranties in determining the most advantageous offer, to the extent provided in
the evaluation factors.
(end)
Clause 2-20A, Incorporation of Warranty
Include the following clause as prescribed in 220.20.40(b) (Clauses and Provisions).
Incorporation of Warranty (JAN 2003)
Notwithstanding the contractor's standard commercial warranty, if offered and

accepted by the judiciary, any dispute thereunder will be resolved under the
Disputes clause of this contract, notwithstanding any disputes procedure that
may be specified in the warranty.
(end)
Clause 2-20B, Contractor Warranty (Products)
Include this clause as prescribed in 220.20.40(c) (Clauses and Provisions).
Contractor Warranty (Products) (JAN 2010)
(a) The contractor warrants that all products furnished under this contract, including
packaging and markings, will be free from defects in material or workmanship
and will conform with the specifications and all other requirements of this
contract.
(b) The contracting officer will give written notice to the contractor of any breach of
warranty and either:
(1) require the prompt correction or replacement of any defective or

nonconforming products; or
(2) retain them, reducing the contract price by an amount equitable under the
circumstances.
(c) When return for correction or replacement is required, the contractor is

responsible for all costs of transportation and for risk of loss in transit. If the
contractor fails or refuses to correct or replace the defective or nonconforming
products, the contracting officer may correct or replace them with similar
products and charge the contractor for any cost to the judiciary. In addition, the
contracting officer may dispose of the nonconforming products, with
reimbursement from the contractor or from the proceeds for excess costs. Any
products corrected or furnished in replacement are subject to this clause.
(d) The rights and remedies of the judiciary provided in this clause are in addition to,
and do not limit, any rights afforded to the judiciary by any other clause of the
contract.
(end)
Clause 2-20C, Warranty of Services
Include the following clause as prescribed in 220.20.40(d) (Clauses and Provisions).
Warranty of Services (JAN 2003)
(a) Definition. "Acceptance," as used in this clause, means the act of an authorized
representative of the judiciary by which the judiciary assumes for itself, or as an
agent of another, approves specific services, as partial or complete performance
of the contract.
(b) Notwithstanding inspection and acceptance by the judiciary or any provision

concerning the conclusiveness thereof, the contractor warrants that all services
performed under this contract will, at the time of acceptance, be free from defects
in workmanship and conform to the requirements of this contract. The contracting
officer will give written notice of any defect or nonconformance to the contractor
[contracting officer will insert the specific period of time in which notice will be
given to the contractor; e.g., "within 30 days from the date of acceptance by the
judiciary"; within 1000 hours of use by the judiciary;" or other specified event
whose occurrence will terminate the period of notice, or combination of any
applicable events or period of time]. This notice will state either
(1) that the contractor shall correct or re-perform any defective or

nonconforming services; or
(2) that the judiciary does not require correction or re-performance.
(c) If the contractor is required to correct or re-perform, it shall be at no cost to the

judiciary, and any services corrected or re-performed by the contractor shall be
subject to this clause to the same extent as work initially performed. If the
contractor fails or refuses to correct or re-perform, the contracting officer may, by
contract or otherwise, correct or replace with similar services and charge to the
contractor the cost occasioned to the judiciary thereby, or make an equitable
adjustment in the contract price.
(d) If the judiciary does not require correction or re-performance, the contracting
officer will make an equitable adjustment in the contract price.
(end)
Clause 2-25A , Delivery Terms and Contractor's Responsibilities
Include the following clause as prescribed in 220.25.70(a) (Product-Related Delivery

Clauses and Provisions).
Delivery Terms and Contractor's Responsibilities (JAN 2003)
(a) The judiciary reserves the right to specify the mode of transportation and routing
to be employed.
(b) Destination: If the contract specifies "F.o.b. destination," the following apply:
(1) F.o.b. destination" means delivery to a destination specified in the

purchase document by the consignor or seller (unless the contract
provides otherwise). This includes within the doors of the specified
building, including delivery to specific rooms within the building when
specified. The cost of shipping and risk of loss are borne by the seller or
consignor. Title to the products passes to the judiciary when deliverables
arrive at the contract's stated destination.
(2) The contractor shall:
(i) pack and mark shipments to comply with contract specifications or,
in their absence, prepare shipments in accordance with carrier
requirements;
(ii) prepare and distribute commercial bills of lading;
(iii) deliver the shipment in good order and condition to the point of
delivery specified in the contract;
(iv) be responsible for loss or damage occurring before receipt at the

specified point of delivery;
(v) furnish a delivery schedule and designate the mode of delivery;
(vi) pay and bear all delivery costs to the specified point of delivery.
(c) Origin: If the contract specifies "F.o.b. origin," the following apply:
(1) "F.o.b. origin" means delivery, free of expense to the judiciary to the
carrier or shipment facility as follows:
(i) delivery on board the indicated type of conveyance of the carrier (or
of the judiciary, if specified), to the specified point from which the
shipment will be made and from which line haul transportation
service (as distinguished from switching, local drayage, or other
terminal service) begins;
(ii) to a U.S. Postal Service facility; or
(iii) delivered by the contractor, to any judiciary designated point

located within the same commercial zone (as prescribed by the
Interstate Commerce Commission) as the F.o.b. point named in the
contract.
(2) The contractor shall:
(i) pack and mark shipments to comply with contract specifications or,
in their absence, prepare the shipment in accordance with carrier
requirements and good commercial practices and secure the lowest
applicable transportation charge.
(ii) order specified carrier equipment when requested by the judiciary.

Otherwise, order appropriate carrier equipment not in excess of
capacity to accommodate the shipment.
(iii) deliver the shipment in good order and condition to the carrier,
when loaded by the contractor, load, stow, trim, block, and/or brace
shipments as required by the carrier's rules and regulations.
(iv) be responsible for loss or damage occurring before delivery to the

carrier; and for loss or damage due to improper packing/marking
and, when loaded by the contractor, from improper loading,
stowing, trimming, blocking, and/or bracing of the shipment;
(v) prepare a commercial bill of lading or other transportation receipt,

to show:
(A) a description of the shipment in terms of the governing

freight classification or tariff (or government rate tender)
under which the lowest freight rates are applicable;
(B) the seals affixed to the conveyance, including the serial

number on them, or other identification;
(C) the length and capacity of cars or trucks ordered and

furnished;
(D) other pertinent information required to effect prompt delivery

to the consignee, including name delivery address, postal
address and ZIP code of consignee, routing, etc.;
(E) special instructions or annotations requested by the judiciary

for commercial bills of lading (for example, This shipment is
the property of, and the freight charges paid to the carrier will
be reimbursed by, the judiciary); and
(F) the signature of carrier's agent and the date the shipment is
received by the carrier.
(vi) distribute the copies of the bill of lading, or other transportation

receipt, as directed by the judiciary.
(vii) supply with each invoice a memorandum copy of the bill of lading,
clearly indicating the signature of the carrier's agent, date of pickup,
and the weight accepted by the carrier. If the weight is determined
by the carrier after pickup, it shall be annotated on the

memorandum copy of the bill of lading along with the following:
"I certify that the weight information is that obtained from the
carrier.
Signed:
(3) If the judiciary has not specified otherwise, the contractor shall ship on
commercial bills of lading.
(4) If the judiciary specifies that shipment is to be made on endorsed

commercial bills of lading for transportation charges up to $100, the
contractor shall be required to prepay all transportation charges, not to
exceed $100, per shipment.
(5) The contractor shall annotate the commercial bill of lading as follows:
"Property of the United States Judiciary"
(6) The actual transportation costs, not to exceed $100 per shipment, will be
added to the contractor's invoice as a separate item. The costs shall be
based on the lowest published rate on file with the Interstate Commerce
Commission or any state regulatory body. They shall be supported by
freight or express receipts marked "prepaid."
(end)
Clause 2-25B, Commercial Bill of Lading Notations
Include the following clause as prescribed in 220.25.70(b) (Product-Related Delivery

Commercial Bill of Lading Notations (JAN 2003)
If the contracting officer authorizes products to be shipped on a commercial bill of

lading and the contractor will be reimbursed these transportation costs as direct
allowable costs, the contractor shall ensure before shipment is made that the
commercial shipping documents are annotated as follows:
Transportation is for the judiciary [name of the specific court unit or federal
public defender organization] and the actual total transportation charges paid to
the carrier(s) by the consignor or consignee are assignable to, and will be
reimbursed by, the judiciary.
(end)
Clause 2-30A, Time of Delivery
Include the following clause as prescribed in 220.25.70(c) (Product-Related Delivery

Time of Delivery (APR 2013)
(a) The judiciary requires all items to be delivered by no later than _______. The
offeror proposes delivery of all items by no later than __________.
(b) The judiciary will evaluate equally, as regards time of delivery, offers that
propose delivery within the period specified above. Offers that propose delivery
that will not clearly fall within the required delivery period will be deemed
unacceptable. The judiciary reserves the right to award on the basis of either the
required delivery schedule or the proposed delivery schedule when an offeror
proposes an earlier delivery schedule than required above. If the offeror
proposes no other delivery schedule, the required delivery schedule above will
apply.
(c) The required delivery schedule may be stated in terms of days after the effective
date of the contract award or specific dates.
(end)
Clause 2-30B, Desired And Required Time Of Delivery
Include the following clause as prescribed in 220.25.70(d) (Product-Related Delivery

Clauses and Provisions), and fill in the tables where indicated.
Desired And Required Time Of Delivery (JAN 2010)
(a) The judiciary desires delivery to be made according to the following schedule:
Desired Delivery Schedule

(Contracting Officer insert specific details)
Item No. Quantity Within Applicable Specified
Time Frame (i.e. number of
calendar days after award,
after contract start date, or
after a specified date, etc.)
If the offeror is unable to meet the desired delivery schedule, it may, without
prejudicing evaluation of its offer, propose a delivery schedule below. However,
the offeror's proposed delivery schedule shall not extend the delivery period
beyond the time for delivery in the judiciary's required delivery schedule as
follows:
Required Delivery Schedule

(Contracting Officer insert specific details)
Offers that propose delivery of a quantity under such terms or conditions that
delivery will not clearly fall within the applicable required delivery period specified
above, will be considered non-responsive and rejected. If the offeror proposes
no other delivery schedule, the desired delivery schedule above will apply.
Offerors Proposed Delivery Schedule

(Offeror insert specific details)
(b) Attention is directed to the Contract Award provision of the solicitation that
provides that a written award or acceptance of offer mailed or otherwise
furnished to the successful offeror results in a binding contract. The judiciary will
mail or otherwise furnish to the offeror an award or notice of award not later than
the day the award is dated. Therefore, the offeror shall compute the time
available for performance beginning with the actual date of award, rather than the
date the written notice of award is received from the contracting officer through
the ordinary mails. However, the judiciary will evaluate an offer that proposes
delivery based on the contractor's date of receipt of the contract or notice of
award by adding (1) five calendar days for delivery of the award through the
ordinary mails, or (2) one working day if the solicitation states that the contract or
notice of award will be transmitted electronically. (The term "working day"
excludes weekends and U.S. federal holidays.) If, as so computed, the offered
delivery date is later than the required delivery date, the offer will be considered
non-responsive and rejected.
(end)
Clause 2-35 F.o.b. Destination, Within Judiciarys Premises
Include the following clause as prescribed in 220.25.70(e) (Product-Related Delivery

F.o.b. Destination, Within Judiciarys Premises (JAN 2003)
(a) The term F.o.b. destination, within judiciarys premises, as used in this clause,
means free of expense to the judiciary delivered and laid down within the doors
of the judiciarys premises, including delivery to specific rooms within a building if

so specified.
(b) The contractor shall:
(1) (i) pack and mark the shipment to comply with contract specifications;
or
(ii) in the absence of specifications, prepare the shipment in

conformance with carrier requirements;
(2) prepare and distribute commercial bills of lading;
(3) deliver the shipment in good order and condition to the point of delivery
specified in the contract;
(4) be responsible for any loss of and/or damage to the products occurring
before receipt of the shipment by the judiciary at the delivery point
specified in the contract;
(5) furnish a delivery schedule and designate the mode of delivering carrier;
and
(6) pay and bear all charges to the specified point of delivery.
(end)
Clause 2-40A, Variation in Quantity
Include the following clause as prescribed in 220.25.70(f) (Product-Related Delivery

Variation in Quantity (JAN 2003)
(a) A variation in the quantity of any item called for by this contract will not be
accepted unless the variation has been caused by conditions of loading,
shipping, or packing, or allowances in manufacturing processes, and then only to
the extent, if any, specified in paragraph (b) of this clause.
(b) The permissible variation shall be limited to:
___ Percent increase [contracting officer insert percentage]
___ Percent decrease [contracting officer insert percentage]

This increase or decrease shall apply to __________.*
* Contracting officer will insert in the blank the designation(s) to which the
percentages apply, such as:
(1) The total contract quantity;
(2) Item 1 only;
(3) Each quantity specified in the delivery schedule;
(4) The total item quantity for each destination; or
(5) The total quantity of each item without regard to destination.
(end)
Clause 2-40B, Delivery of Excess Quantities
Include the following clause as prescribed in 220.25.70(g) (Product-Related Delivery

Delivery of Excess Quantities (JAN 2003)
The contractor is responsible for the delivery of each item quantity within
allowable variations, if any. If the contractor delivers, and the judiciary receives,
quantities of any item in excess of the quantity called for (after considering any
allowable variation in quantity), such excess quantities will be treated as being
delivered for the convenience of the contractor. The judiciary may retain such
excess quantities up to $250 in value without compensating the contractor
therefore, and the contractor waives all right, title, or interests therein. Quantities
in excess of $250 will, at the option of the judiciary, either be returned at the
contractor's expense or retained and paid for by the judiciary at the contract unit
price.
(end)
Clause 2-45, Packaging and Marking
Include the following clause as prescribed in 220.25.70(h) (Product-Related Delivery

Packaging and Marking (AUG 2004)
(a) Unless otherwise specified, preservation, packaging, and marking for all items
delivered hereunder shall be in accordance with commercial practice and
adequate to insure acceptance by common carrier and safe arrival at destination.
The contractor shall place the contract number and delivery order number, or
purchase order, as applicable, on or adjacent to the exterior shipping label or
include them on the internal packing slip. For any magnetic media provided, the
contractor shall provide extra markings for protection against exposure to
magnetic fields or temperature extremes.
(b) All documentation, reports, and other deliverables shall be clearly marked with
the project title, contract number, and delivery order number (when applicable).
Unless otherwise specified, all items shall be packaged and packed in
accordance with normal commercial practices (e.g., if magnetic media is
involved, extra marking shall be considered for protection against exposure to
magnetic fields or temperature).
(end)
Clause 2-50, Continuity of Services
Include the following clause as prescribed in 220.25.80(a) (Service-Related Provisions

and Clauses).
Continuity of Services (JAN 2003)
(a) The contractor recognizes that the services under this contract are vital to the
judiciary and shall be continued without interruption and that, upon contract
expiration, a successor, either the judiciary or another contractor, may continue
them. The contractor agrees to:
(1) furnish phase-in training, and
(2) exercise its best efforts and cooperation to effect an orderly and efficient
transition to a successor.
(b) The contractor shall, upon the contracting officers written notice:
(1) furnish phase-in, phase-out services for up to 90 days after this contract
expires, and
(2) negotiate in good faith a plan with a successor to determine the nature
and extent of phase-in, phase-out services required. The plan shall
specify a training program and a date for transferring responsibilities for

each division of work described in the plan, and will be subject to the
contracting officers written approval. The contractor shall provide
sufficient experienced personnel during the phase-in, phase-out period to
ensure that the services called for by this contract are maintained at the
required level of proficiency.
(c) The contractor shall allow as many personnel as practicable to remain on the job
to help the successor maintain the continuity and consistency of the services
required by this contract. The contractor also shall disclose necessary personnel
records and allow the successor to conduct on-site interviews with these
employees. If selected employees are agreeable to the change, the contractor
shall release them at a mutually agreeable date and negotiate transfer of their
earned fringe benefits to the successor.
(d) The contractor shall be reimbursed for all reasonable phase-in, phase-out costs
(i.e., costs incurred within the agreed period after contract expiration that result
from phase-in, phase-out operations) and a fee (profit) not to exceed a pro rata
portion of the fee (profit) under this contract.
(end)
Clause 2-55, Privacy or Security Safeguards
Include the following clause as prescribed in 220.25.80(b) (Service-Related Provisions

and Clauses).
Privacy or Security Safeguards (JAN 2003)
(a) The contractor shall not publish or disclose in any manner, without the
contracting officer's written consent, the details of any safeguards either
designed or developed by the contractor under this contract or otherwise
provided by the judiciary.
(b) To the extent required to carry out a program of inspection to safeguard against
threats and hazards to the security, integrity, and confidentiality of judiciary data,
the contractor shall afford the judiciary access to the contractor's facilities,
installations, technical capabilities, operations, documentation, records, and
databases.
(c) If new or unanticipated threats or hazards are discovered by either the judiciary
or the contractor, or if existing safeguards have ceased to function, the
discoverer shall immediately bring the situation to the attention of the other party.
(end)
Clause 2-60, Stop-Work Order
Include the following clause as prescribed in 220.25.80(c) (Service-Related Provisions

and Clauses).
Stop-Work Order (JAN 2010)
(a) The contracting officer may, at any time, by written order to the contractor,
require the contractor to stop all, or any part, of the work called for by this
contract for a period of 90 days after the order is delivered to the contractor, and
for any further period to which the parties may agree. The order will be
specifically identified as a stop-work order issued under this clause. Upon receipt
of the order, the contractor shall immediately comply with its terms and take all
reasonable steps to minimize the incurrence of costs allocable to the work
covered by the order during the period of work stoppage. Within a period of 90
days after a stop-work order is delivered to the contractor, or within any
extension of that period to which the parties shall have agreed, the contracting
officer will either:
(1) cancel the stop-work order; or
(2) terminate the work covered by the order as provided in the default, or the
Termination for Convenience, clause of this contract.
(b) If a stop-work order issued under this clause is canceled or the period of the
order or any extension thereof expires, the contractor shall resume work. The
contracting officer will make an equitable adjustment in the delivery schedule or
contract price, or both, and the contract will be modified, in writing, accordingly, if:
(1) the stop-work order results in an increase in the time required for, or in the
contractor's cost properly allocable to, the performance of any part of this
contract; and
(2) the contractor asserts its right to the adjustment within 30 days after the
end of the period of work stoppage; provided, that, if the contracting officer
decides the facts justify the action, the contracting officer may receive and
act upon the claim submitted at any time before final payment under this
contract.
(c) If a stop-work order is not canceled and the work covered by the order is
terminated for the convenience of the judiciary, the contracting officer will allow
reasonable costs resulting from the stop-work order in arriving at the termination
settlement.
(d) If a stop-work order is not canceled and the work covered by the order is
terminated for default, the contracting officer will allow, by equitable adjustment
or otherwise, reasonable costs resulting from the stop-work order.
(end)
Clause 2-65, Key Personnel
Include the following clause as prescribed in 220.25.80(d) (Service-Related Provisions

and Clauses) and 520.75(b) (Provisions and Clauses).
Key Personnel (APR 2013)
(a) Individuals identified below as key personnel and accepted for this contract are
expected to remain dedicated to this contract. However, in the event that it
becomes necessary for the contractor to replace any of the individuals
designated as key personnel, the contractor shall request such substitutions in
accordance with this clause. Substitution of key personnel will be considered
under the following circumstances only:
(1) All substitutes shall have qualifications at least equal to those of the
person being replaced.
(2) All appointments of key personnel shall be approved in writing by the

contracting officer, and no substitutions of such personnel shall be made
without the advance written approval of the contracting officer.
(3) Except as provided in paragraph (4) of this clause, at least 30 days (60
days if security clearance is required) in advance of the proposed
substitution, all proposed substitutions of key personnel shall be submitted
in writing to the contracting officer, including the information required in
paragraph (5) of this provision.
(4) The following identifies the requirements for situations where individuals
proposed as key personnel become unavailable because of sudden
illness, death or termination of employment. The contractor shall within 5
work days after the event, notify the contracting officer in writing of such
unavailability. If the event happens after award, the contracting officer will
determine if there is an immediate need for a temporary substitute and a
continuing requirement for a permanent substitute for the key personnel
position. The contracting officer will promptly inform the contractor of this
determination. If the contracting officer specifies that a temporary
substitute is required, the contractor shall as soon as is practical identify
who will be performing the work as a temporary substitute. The temporary
substitute will then start performance on a date mutually acceptable to the

contracting officer and the contractor. Within 15 work days following the
event, if the contracting officer specifies that a permanent substitute is
required, the contractor shall submit, in writing, for the contracting officers
approval, the information required in (5) and (6) below, for a proposed
permanent substitute for the unavailable individual. The approval process
will be the same as (7) below.
(5) Request for substitution of key personnel shall provide a detailed

explanation of the circumstances necessitating substitution, a resume of
the proposed substitute, and any other information requested by the
contracting officer to make a determination as to the appropriateness of
the proposed substitutes qualifications. All resumes shall be signed by
the proposed substitute and his/her formal (per company accepted
organizational chart) direct supervisor or higher authority.
(6) As a minimum (or as otherwise specified in the solicitation), resumes shall

include the following:
(a) name of person;
(b) functional responsibility;
(c) education (including, in reverse chronological order, colleges and/or

technical schools attended (with dates), degree(s)/certification(s)
received, major field(s) of study, and approximate number of total
class hours);
(d) citizenship status;
(e) experience including, in reverse chronological order for up to ten

years, area(s) or work in which a person is qualified, company and
title of position, approximate starting and ending dates
(month/year), concise descriptions of experience for each position
held including specific experience related to the requirements of
this contract; and
(f) certification that the information contained in the resume is correct

and accurate (signature of key person and date signed, and
signature of the supervisor or higher authority and date signed will
be accepted as certification).
(7) The contracting officer will promptly notify the contractor in writing of
his/her approval or disapproval of all requests for substitution of key
personnel. All disapprovals will require re-submission of another proposed

substitution within 15 days by the contractor.
(b) The following individuals are designated as key personnel under this contract:
_____________________________________________________________
______________________________________________________________
______________________________________________________________
(end)
Provision 2-70, Site Visit
Include the following provision as prescribed in 220.25.80(e) (Service-Related

Provisions and Clauses).
Site Visit (JAN 2003)
Offerors or quoters are urged and expected to inspect the site where services are
to be performed and to satisfy themselves regarding all general and local
conditions that may affect the cost of contract performance, to the extent that the
information is reasonably obtainable. In no event will failure to inspect the site
constitute grounds for a claim after contract award.
(end)
Clause 2-75, Liquidated Damages
Include the following clause as prescribed in 220.30.50 (Clause), inserting the amount
where indicated.
Liquidated Damages (JAN 2003)
(a) If the contractor fails to complete delivery of the products, or performance of the
services within the time specified in this contract, or any extension, the contractor
shall, in place of actual damages, pay to the judiciary $_______________
(contracting officer insert amount) for liquidated damages as agreed for each
calendar day of delay.
(b) Alternatively, if completion of delivery or performance is delayed beyond the

contract dates, the judiciary may, at its sole discretion, terminate this contract in
whole or in part under the Termination for Default clause, and the contractor shall
be liable for the agreed liquidated damages accruing until the time the judiciary
may reasonably obtain delivery or performance of similar products or services.
The liquidated damages will be in addition to excess costs of re-procurement.
(c) The contractor will not be charged with liquidated damages when the delay in
completion of delivery or performance arises out of causes beyond the control
and without the fault or negligence of the contractor.
(end)
Clause 2-80, Judiciary Property
Include the following clause as prescribed in 220.35(c) (Judiciary Property).
Judiciary Property (JAN 2003)
(a) Title to judiciary property provided under this contract remains in the judiciary.
The contractor may use the judiciary property only in connection with this
contract. The contractor shall secure judiciary property and maintain adequate
property control records in accordance with sound industrial practice and shall
make them available for judiciary inspection at all reasonable times.
(b) Upon delivery of judiciary property to the contractor, the contractor assumes the
risk and responsibility for its loss or damage, except:
(1) for reasonable wear and tear;
(2) to the extent property is consumed in performing the contract; or
(3) as otherwise provided in the contract.
(c) Upon completing this contract, the contractor shall follow the contracting officer's
instructions regarding the disposition of all judiciary property not consumed in
performing this contract or previously delivered to the judiciary. The contractor
shall prepare for shipment, deliver F.o.b. origin, or dispose of the judiciary
property, as directed or authorized by the contracting officer. The net proceeds
of any such disposal will be credited to the contract price or will be paid to the
judiciary as directed by the contracting officer.
(d) The items of property are listed in an inventory of items attached to this contract
and the contractor shall notify the judiciary on any required adjustments.
(end)
Provision 2-85A, Evaluation Inclusive of Options
Include the following provision as prescribed in 220.40.60(a)(1) (Evaluation of Options

Provisions).
Evaluation Inclusive of Options (JAN 2003)
(a) The judiciary will evaluate offers for purposes of award by adding the total price
for all options to the total price for the basic requirement. Evaluation of options
does not obligate the judiciary to exercise the option(s).
(b) Any offer that is materially unbalanced as to prices for basic and option quantities
may be rejected. An unbalanced offer is one that is based on prices significantly
less than cost for some work and prices that are significantly overstated for other
work.
(end)
Provision 2-85B, Evaluation Exclusive of Options

Provisions).
Evaluation Exclusive of Options (JAN 2003)
The judiciary will evaluate offers for award purposes by including only the price
for the basic requirement; i.e., options will not be included in the evaluation for
award purposes.
(end)
Provision 2-85C, Evaluation of Options Exercised at Time of Contract Award

Provisions).
Evaluation of Options Exercised at Time of Contract Award (JAN 2003)
Except when it is determined not to be in the judiciary's best interests, the

judiciary will evaluate the total price for the basic requirement together with any
option(s) exercised at the time of award.
(end)
Clause 2-90A, Option for Increased Quantity
Include the following clause as prescribed in 220.40.60(b)(1) (Option Clauses).
Option for Increased Quantity (APR 2013)
The judiciary may increase the quantity of products called for in this contract by
requiring the delivery of the numbered line item(s) identified as an option item, in
the quantity and at the price set forth in the line item(s). The contracting officer
may exercise this option, at any time within the period specified in the contract,
by giving written notice to the contractor. Delivery of the items added by the
exercise of this option will continue immediately after, and at the same rate as,
delivery of like items called for under this contract, unless the parties otherwise
agree.
(end)
Clause 2-90B, Option for Increased Quantity Separately Priced Line Item
Option for Increased Quantity Separately Priced Line Item (APR 2013)
The judiciary may require the delivery of the numbered line item, identified as an
option item, in the quantity and at the price stated in the line item. The
contracting officer may exercise the option by written notice to the contractor
within [insert in the clause the period of time in which the contracting officer has
to exercise the option]. Delivery of added items shall continue at the same rate
that like items are called for under the contract, unless the parties otherwise
agree.
(end)
Clause 2-90C, Option to Extend Services
Option to Extend Services (APR 2013)
The judiciary may require continued performance of any services within the limits
and at the rates specified in the contract. These rates may be adjusted only as a
result of revisions to prevailing labor rates provided by the Secretary of Labor.
The option provision may be exercised more than once, but the total extension of
performance hereunder shall not exceed 6 months. The contracting officer may
exercise the option by written notice to the contractor no later than _____
calendar days prior to the contracts current expiration date [insert the period of
time within which the contracting officer may exercise the option].
(end)
Clause 2-90D, Option to Extend the Term of the Contract
Option to Extend the Term of the Contract (APR 2013)
(a) The judiciary may extend the term of this contract by written notice to the
contractor no later than ______ calendar days prior to the contracts current
expiration date [insert the period of time within which the contracting officer may
exercise the option]; provided that the judiciary gives the contractor a preliminary
written notice of its intent to extend at least ______ calendar days [60 days
unless a different number of days is inserted] before the contract expires. The
preliminary notice does not commit the judiciary to an extension.
(b) If the judiciary exercises this option, the extended contract shall be considered to
include this option clause.
(c) The total duration of this contract, including the exercise of any options under this
clause, shall not exceed ___________ (months) (years).
(end)
Clause 2-95, Material Requirements
Include the following clause as prescribed in 220.25.70(i) (Product-Related Delivery

Material Requirements (JAN 2003)
(a) As used in this clause:
(1) new" means composed of previously unused components, whether

manufactured from virgin material, recovered material in the form of raw
material, or materials and by-products generated from, and reused within,
an original manufacturing process; provided that the products meet
contract requirements, including but not limited to, performance, reliability,
and life expectancy.
(2) "reconditioned" means restored to the original normal operating condition

by readjustments and material replacement.
(3) "recovered material" means waste materials and by-products recovered or

diverted from solid waste, but the term does not include those materials
and by-products generated from, and commonly reused within, an original
manufacturing process.
(4) "re-manufactured" means factory rebuilt to original specifications.
(5) "virgin material" means:
(i) previously unused raw material, including previously unused

copper, aluminum, lead, zinc, iron, other metal or metal ore; or
(ii) any undeveloped resource that is, or with new technology will
become, a source of raw materials.
(b) Unless this contract otherwise requires virgin material or products composed of
or manufactured from virgin material, the contractor shall provide products that
are new, reconditioned, or re-manufactured, as defined in this clause.
(c) An offer to provide unused former government surplus property shall include a
complete description of the material, the quantity, the name of the government
agency from which acquired, and the date of procurement.
(d) An offer to provide used, reconditioned, or re-manufactured products shall

include a detailed description of such products and shall be submitted to the
contracting officer for written approval.
(e) Used, reconditioned, or re-manufactured products, or unused former government

surplus property, may be used in performance if the contractor has proposed the
use of such products, and the contracting officer has authorized their use.
(end)
Provision 2-100, Brand Name or Equal
Include the following provision as prescribed in 230.40.30 (Provision).
Brand Name or Equal (APR 2013)
(a) One or more items called for by this solicitation have been identified by a brand
name-or-equal product description. Offers offering equal products will be
considered for award if these products are clearly identified and are determined
by the judiciary to contain all of the essential characteristics of the brand-name
products referenced in the solicitation.
(b) Unless the offeror clearly indicates in the offer that the offer is for an equal
product, the offer will be considered as offering a brand-name product referenced
in the solicitation.
(c) If the offeror proposes to furnish an equal product, the brand name and model or
catalog number, if any, of the product to be furnished shall be inserted in the
space provided in the solicitation. The evaluation of offers and the determination
as to equality of the product offered will be based on information furnished by the
offeror or identified in the offer, as well as other information reasonably available
to the purchasing activity. The purchasing activity is not responsible for locating
or obtaining any information not identified in the offer and reasonably available to
the purchasing activity. Accordingly, to ensure that sufficient information is
available, the offeror shall furnish as a part of the offer:
(1) all descriptive material (such as cuts, illustrations, drawings, or other

information) necessary for the purchasing activity to establish exactly what
the offeror proposes to furnish and to determine whether the product
offered meets the requirements of the solicitation; or
(2) specific references to information previously furnished or to information

otherwise available to the purchasing activity to permit a determination as
to equality of the product offered.
(3) If the offeror proposes to modify a product so as to make it conform to the

requirements of the solicitation, the offeror shall:
(i) Include in the offer a clear description of the proposed

modifications; and
(ii) Clearly mark any descriptive material to show the proposed

modifications.
(end)
Provision 2-105, Economic Purchase Quantity Products
Include the following provision as prescribed in 220.25.70(j) (Product-Related Delivery

Economic Purchase Quantity Products (JAN 2003)
(a) Offerors are invited to state an opinion on whether the quantity(ies) of products
on which offers or quotes are requested in this solicitation is (are) economically
advantageous to the judiciary.
(b) Each offeror who believes that procurements in different quantities would be
more advantageous is invited to recommend an economic purchase quantity. If
different quantities are recommended, a total and a unit price shall be quoted for
applicable items. An economic purchase quantity is that quantity at which a
significant price break occurs. If there are significant price breaks at different
quantity points, this information is desired as well.
Offerors Recommendations
Item Quantity Price Quotation Total
(c) The information requested in this provision is being solicited to avoid

procurements in disadvantageous quantities and to assist the judiciary in
developing a database for future procurements of these items. However, the
judiciary reserves the right to amend or cancel the solicitation and re-solicit with
respect to any individual item in the event quotations received and the judiciary's
requirements indicate that different quantities shall be acquired.
(end)
Clause 2-110, Option to Purchase Equipment
Option to Purchase Equipment (JAN 2003)
(a) The judiciary may purchase the equipment provided on a lease or rental basis
under this contract. The contracting officer may exercise this option only by
providing a unilateral modification to the contractor. The effective date of the
purchase will be specified in the unilateral modification and may be any time
during the period of the contract, including any extensions thereto.
(b) Except for final payment and transfer of title to the judiciary, the lease or rental
portion of the contract becomes complete and lease or rental charges shall be
discontinued on the day immediately preceding the effective date of purchase
specified in the unilateral modification required in paragraph (a) of this clause.
(c) The purchase conversion cost of the equipment shall be computed as of the
effective date specified in the unilateral modification required in paragraph (a) of
this clause, on the basis of the purchase price set forth in the contract, minus the
total purchase option credits accumulated during the period of lease or rental,
calculated by the formula contained elsewhere in this contract.
(d) The accumulated purchase option credits available to determine the purchase
conversion cost will also include any credits accrued during a period of lease or
rental of the equipment under any previous judiciary contract if the equipment
has been on continuous lease or rental. The movement of equipment from one
site to another site shall be "continuous rental."
(end)
Clause 2-115, Terms for Commercial Advance Payment of Purchases
Include the following clause as prescribed in 220.55.70(a) (Clauses for Inclusion in

Solicitations and Contracts Offering Commercial Advance Payment).
Terms for Commercial Advance Payment of Purchases (APR 2013)
(a) Contractor Entitlement to Advance Payment
The contractor may request, and the judiciary may authorize, payment in
advance when: the payment requested is properly due in accordance with this
contract; the products or services due under the contract will be delivered or
performed in accordance with the contract; and there has been no impairment or
diminution of the judiciarys security under this contract.
(b) Special Terms Regarding Termination for Default
If this contract is terminated for default, the contractor shall, on demand, repay to
the judiciary the amount of unliquidated advance payments. The judiciary shall
be liable for no payment except as provided by Clause 7-230, Termination for
Default Fixed Price Products and Services.
(c) Security for Advance Payment
The contractor must provide adequate security prior to any authorization for
advance payment. In the event the contractor fails to provide adequate security,
as required by this clause, no advance payment shall be made under this
contract. The contracting officer may determine that the contractors financial
condition provides adequate security. If the contracting officer does not consider
the contractors financial condition to provide adequate security, the contractor
must provide an irrevocable letter of credit from a federally insured financial
institution in an amount equal to the advance payment requested. If, at any time,
the contracting officer determines that the security provided by the contractor is
insufficient, the contractor shall promptly provide such additional security as the
contracting officer determines necessary. In the event the contractor fails to
provide such additional security, the contracting officer may collect or liquidate
such security that has been provided and suspend further payments to the
contractor; and the contractor shall repay to the judiciary the amount of
unliquidated advance payments as the contracting officer at his / her sole
discretion deems repayable.
(d) Reservation of Rights
(1) No payment or other action by the judiciary under this clause shall:
(i) Excuse the contractor from performance of obligations under this

contract; or
(ii) Constitute a waiver of any of the rights or remedies of the parties

under the contract.
(2) The judiciarys rights and remedies under this clause:
(i) Shall not be exclusive, but rather shall be in addition to any other
rights and remedies provided by law or this contract; and
(ii) Shall not be affected by delayed, partial, or omitted exercise of any

right, remedy, power, or privilege, nor shall such exercise or any
single exercise preclude or impair any further exercise under this
clause or the exercise of any other right, power, or privilege of the
judiciary.
(e) Limitation on Frequency of Financing Payments
Contractor financing payments shall be provided no more frequently than

monthly.
(f) Dates for Payment
A payment under this clause is a contract financing payment and not subject to
the interest penalty provisions of the Prompt Payment Act.
(g) Restrictions on Novation
While any advance payments made under this contract remain outstanding with
respect to performance (i.e., the judiciary has not received all of the performance
which has been paid in advance), the contractor shall not substantially change
the management, ownership, or control of the corporation without the prior
written consent of the contracting officer.
(h) Prohibition Against Assignment
The contractor shall not assign this contract, any interest therein, or any claim
under the contract to any party.
(end)
Alternate I (OCT 2006): In accordance with 220.55.70(b) (Clauses for Inclusion in

Solicitations and Contracts Offering Commercial Advance Payment), add the following
paragraph to the basic clause in contracts for photocopy equipment maintenance
agreements which authorize advance payment
(i) Any advance payment authorized by this contract is not inclusive of excess copy
charges which may be incurred. These charges shall be invoiced in arrears,
either at the end of the twelve month period of performance or when the
cumulative amount of such charges reaches $500.00, whichever occurs first.
Clause 2-120, Submission of Invoice
Include the following clause as prescribed in 220.55.70(c) (Clauses for Inclusion in

Submission of Invoice (OCT 2006)
Upon satisfactory completion of the first month of performance under this

contract and approval by the contracting officer, the contractor may invoice and
receive payment for a maximum of twelve months of performance.
(end)
Clause 2-125, Security for Advance Payment
Include the following clause as prescribed in 220.55.70(d) (Clauses for Inclusion in

Security for Advance Payment (APR 2013)
The contractors financial condition has been accepted as adequate security for
advance payments under this contract. Should the contracting officer determine
that the contractors financial condition has changed to such an extent that it can
no longer be considered adequate security, the contracting officer may exercise
the judiciarys rights to require other security under paragraph (c), Security for
Advance Payment, of Clause 2-115, Terms for Commercial Advance Payment of
Purchases.
(end)
Clause 2-130, Energy Efficiency in Energy-Consuming Products
Energy Efficiency in Energy-Consuming Products (APR 2013)
(a) Definition. As used in this clause:
Energy-efficient product:
(1) Means a product that:
(i) Meets Department of Energy and Environmental Protection Agency

criteria for use of the Energy Star trademark label; or
(ii) Is in the upper 25 percent of efficiency for all similar products as

designated by the Department of Energys Federal Energy
Management Program (FEMP)
(2) The term product does not include any energy-consuming product or
system designed or procured for combat or combat-related missions (see
42 U.S.C. 8259b).
(b) The contractor shall ensure that energy-consuming products are energy efficient
products (i.e., ENERGY STAR products or FEMP-designated products) at the
time of contract award, for products that are:
(1) Delivered;
(2) Acquired by the contractor for use in performing services within judiciary
facilities;
(3) Furnished by the contractor for use by the judiciary; or
(4) Specified in the design of a building or work, or incorporated during its

construction, renovation, or maintenance.
(c) The requirements of paragraph (b) apply to the contractor (including any
subcontractor) unless:
(1) The energy-consuming product is not listed in the ENERGY STAR

Program or FEMP; or
(2) Otherwise approved in writing by the contracting officer.
(d) Information about these products is available at:
(1) ENERGY STAR ; and
(2) FEMP.
(end)
Clause 2-135, IEEE Standard for the Environmental Assessment of Personal

Computer Products
IEEE Standard for the Environmental Assessment of Personal Computer

Products (APR 2013)
(a) Definitions. As used in this clause:
Computer monitor means a video display unit used with a computer.
Desktop computer means a computer designed for use on a desk or table.
IEEE means Institute of Electrical and Electronics Engineers
Notebook computer means a portable-style or laptop-style computer system.

Personal computer product means a notebook computer, a desktop computer,

or a computer monitor, and any peripheral equipment that is integral to the
operation of such items. For example, the desktop computer together with the
keyboard, the mouse, and the power cord would be a personal computer
product. Printers, copiers, and fax machines are not included in peripheral
equipment, as used in this definition.
(b) Under this contract, the contractor shall deliver, furnish for judiciary use, or
furnish for contractor use within judiciary facilities, only personal computer
products that at the time of submission of proposals were Electronic Product
Environmental Assessment Tool (EPEAT) Bronze registered or higher. Bronze is
the first level discussed in clause 1.4 of the IEEE 1680 Standard for the
Environmental Assessment of Personal Computer Products.
(c) For information on IEEE standard 1680, see www.epeat.net.
(end)
Clause 2-140, Judiciary IT Security Standards
Include the following clause as prescribed in 220.25.80(f) (Service-Related Provisions

and Clauses).
Judiciary IT Security Standards (APR 2013)
(a) Policy
Contractors developing information systems on behalf of the judiciary are

required to implement reasonable and effective security safeguards to protect the
confidentiality, integrity, and availability of judiciary information. To ensure
judiciary IT security, the contractor shall comply with the requirements below and
incorporate this clause in any subcontracts involving the systems integration,
software development, or the provision of software services.
(b) Contractor Responsibilities
The contractor shall:
(1) provide the contracting officer's representative (COR) or designee access

to and information regarding the contractor's information security program
and the systems used in performance of this contract when requested in
connection with judiciary efforts to ensure compliance with all the
contractors security requirements, and shall otherwise cooperate in
assuring adequate security for judiciary data.
(2) secure and maintain any computer system, including mobile devices,
which it uses in the performance of this contract as further described
below. This includes ensuring that security and other applications
software is kept up-to-date and patched; anti-virus software is installed
and current; security events are detected and addressed via a formal
incident response program; physical security of assets is maintained;
judiciary data is isolated from other customer or contractor data in such a
manner that data leakage cannot occur between data sets and destruction
of judiciary data is not impeded; transmissions of sensitive information
taking place over insecure networks (such as the internet) are secure; and
business continuity assured in the event of a system failure.
(3) develop, maintain, and periodically provide to the COR a master asset
inventory list that reflects all assets, government furnished equipment
(GFE) or non-GFE that were used to process judiciary information. The
initial version shall be provided to the COR within six months of contract
award and updated versions shall be provided at the end of each six
month period thereafter (or a period mutually agreed upon between the
COR and the contractor, not to exceed 12 months).
(4) ensure that contractor-owned removable media such as removable hard

drives, flash drives, CDs, and laptops, containing judiciary data, are
encrypted using a NIST FIPS 140-2 (or its successor) approved product.
(5) ensure that rules of behavior, approved by the COR, are signed by all
contractor employees assigned to work on the judiciary contract and
address at a minimum: authorized and official use; prohibition against
unauthorized users; and protection of sensitive data and personally
identifiable information.
(6) use secure coding practices in a manner that minimizes security flaws
within the software for any software developed in support of the contract.
Prior to the execution of a software development task, the contractor shall
provide the COR a copy of the contractor's secure coding best practices
policy and upon delivery of the software, the contractor shall certify in
writing that the contractor complied with the policy in the performance of
its obligations under the contract or task order.
(7) represent and warrant that any software developed under a statement of
work issued by the judiciary shall be free from all computer viruses,
worms, time-outs, time bombs, back doors, disabling devices and other
harmful or malicious code intended to or which may damage, disrupt,
inconvenience or permit access to the software user's or another's
software, hardware, networks, data or information.
(8) correct security-related errors in contractor developed software and

applicable documentation that are not commercial off the shelf that are
reported by the COR or discovered by the contractor. If the system is in
production, such corrections shall be completed within one working day of
the date the contractor discovers or is notified of the error (or a date
mutually agreed upon between the COR and the contractor not to exceed
30 working days). If the system is not in production, such corrections shall
be made within five working days of the date the contractor discovers or is
notified of the error (or a date mutually agreed upon between the COR
and the contractor, not to exceed 30 days). Latent defects will be handled
in the same manner, as soon as they are discovered. If this is a task
order contract, the requirement applies to any task order issued under the
contract.
(9) follow NIST 800-53A Revision 1, Guide for Assessing the Security
Controls in Federal Information Systems and Organizations, NIST 800-18
Revision 1, Guide for Developing Security Plans for Federal Information
Systems, the Judiciary Information Security Framework, version 1.0, the
Guide to Implementing the Judiciary Information Security Framework,
version 1.0, and other Administrative Office of the US Courts security
policies and guidelines, as well as industry best security practices,
standards, and guidance, to ensure that the information system will be or
has been developed with reasonable and effective security safeguards in
place to protect the confidentiality, integrity, and availability of judiciary
information. If the aforementioned versions and revisions numbers have
been superseded by a more recent version or revision of the cited
publication, the most recent version shall be used.
(10) work with the COR in performing Security Risk Assessments (SRA). This
includes identifying risks related to the design and functionality of a new
system against compliance with the judiciary's security risk management
model. Activities performed during this phase shall include analyzing how
the security architecture protects the security of judicial information,
identifying the system boundary, and assessing how management,
operational, and technical security safeguards are implemented by the
software and hardware, how the system interconnects with other networks
while maintaining security, and lastly analyzing other inherent design
features. Procedures, including a checklist, shall be developed by the
contractor and used to document compliance with baseline security
requirements and existing guidance from the Administrative Office of the
US Courts.
(11) initiate a Systems Security Plan (SSP) consistent with NIST 800-18
Revision 1 (or its successor publication) during the planning phase of the
contractors systems development life cycle and update the SSP regularly
until it accurately reflects the production state of the information system.
The contactor shall submit all drafts to the COR for review and comment.
Comments shall be addressed to the satisfaction of the COR within five
business days (or a date mutually agreed upon between the COR and the
contractor, not to exceed 30 working days) of receipt. After a system is in
production, the SSP must be updated the lesser of: within 30 calendar
days of a major change to the system or every two years.
(12) provide a requirements traceability matrix at the end of analysis phase,

design phase, build phase, and deployment phase that designates the
security requirements in a separate section so that they can be traced
through the development life cycle. The contractor shall also provide the
application designs and test plan documentation, and source code, if
applicable, to the COR for review. Lastly, the contractor shall ensure that
appropriate security management tools are in place to allow for the review
of security configurations, user identities, etc., so that the implementation
of security safeguards can be validated.
(13) have in place configuration management and change control processes to

prevent unauthorized modifications or additions to the information system
and to ensure that any changes made to the information system are
attributable to the individual who implemented the change.
(14) without exception, prior to making changes that may produce a negative
impact on security, perform a risk assessment that documents the
purpose of the change, its security impact, and any compensating
safeguards that need to be implemented to reduce residual risk. The risk
assessment documentation shall be provided to the COR prior to change
implementation.
(15) perform self-testing of the contractors implemented security controls, and

continuously monitor all testing activities and report on the performance
and effectiveness of the information system's security safeguards to the
COR. The specific assessments procedures as outlined in draft NIST
Special Publication 800-53A (or its successor), shall be used by the
contractor to assess the effectiveness of implemented security
safeguards. The contractor shall provide security test plans and proposed
test methods to the project manager within fifteen business days of test
execution for review and approval.
(16) provide a determination statement describing the results of each tested

security safeguard within ten days of security test execution. When the
results indicate that a safeguard is operating in a partially satisfied or
otherwise not satisfied condition, the contractor shall document the

security risk associated with the applicable condition, indicating which
portions of the security safeguard have not been implemented or applied.
(17) take corrective action to remedy any deficiencies impeding the successful
implementation of a security safeguard. Corrective action must be taken
within ten business days (or a date mutually agreed upon between the
COR and the contractor not to exceed 30 working days) of discovery.
(18) include verification and validation to ensure that the corrective action
successfully remedies any safeguard failures identified during security
testing.
(19) provide a determination, in a written form agreed to by the COR, on

whether the implemented corrective action was adequate to resolve the
identified information security weaknesses and provide the reasons for
any exceptions or risk-based decisions.
(20) report to the COR, within 24 hours of discovery, any suspected or

confirmed security incidents relative to the systems and data used in
fulfillment of this contract and to cooperate in the investigation and
resolution thereof. If a data breach occurs or is discovered outside of
regular business hours and the COR cannot be reached, the contractor
shall call the Judiciary Automated Systems Incident Response Capability
(JASIRC) via phone on (202) 502-4370 or via an email message to either
[email protected] or [email protected].
(c) Personally Identifiable Information Notification and Use Requirement
If the contractor has access to sensitive personally identifiable information (PII),

the contractor shall certify that it has a security policy in place that contains
procedures to promptly notify any individual whose PII was, or is reasonably
believed to have been, breached. Any notification shall be coordinated with the
COR, for both method and content of notification, before the notification is
released. The contractor assumes full responsibility for taking corrective action,
which may include offering credit monitoring when appropriate.
(d) Pass-through of Security Requirements to Subcontractors
For each subcontractor whose work requires access to judiciary facilities, IT

resources, or data, the contractor must certify that it has incorporated this clause
in the subcontract. Any breach by a subcontractor of any of the provisions set
forth in this clause will be attributed to the contractor.
(e) Certification of Destruction/Sanitization
At the expiration of the contract, the contractor shall return all judiciary
information and IT resources provided to the contractor during the contract, and
provide a certification that all contractor assets, e.g., laptops, thumb drives,
servers, and databases, containing or used to process judiciary information have
been sanitized or destroyed. Upon submission of the final invoice (or sooner
upon COR request), the contractor will certify in writing that sanitization and/or
destruction has been performed pursuant to a method allowable under the NIST
Special Publication 800-88, Guidelines for Media Sanitization (or its successor).
This certification shall be in a form substantially similar to AO Form 553 and shall
include a description of the data and the asset on which it was stored, the date
and method of destruction/sanitization, and by whom. The contractors final
invoice is due and payable only when it has complied with the requirements of
this paragraph.
(end)
Clause 3-1, Contractor Use of Mandatory Sources of Products or Services
Contractor Use of Mandatory Sources of Products or Services (JUN 2012)
(a) Certain products or services to be provided under this contract for use by the
judiciary are required by law to be obtained from nonprofit agencies participating
in the program operated by the Committee for Purchase from People Who Are
Blind or Severely Disabled (the Committee) under Javits-Wagner-O'Day Act,
(41 U.S.C. 8501-8506). Additionally, certain of these products are available
from the Defense Logistics Agency (DLA), the General Services Administration
(GSA), or the Department of Veterans Affairs (VA). The contractor shall obtain
mandatory products or services to be provided for judiciary use under this
contract from the specific sources indicated in the contract.
(b) The contractor shall immediately notify the contracting officer if a mandatory
source is unable to provide the products or services by the time required, or if the
quality of products or services provided by the mandatory source is
unsatisfactory. The contractor shall not purchase the products or services from
other sources until the contracting officer has notified the contractor that the
Committee or an AbilityOne central nonprofit agency has authorized purchase
from other sources.
(c) Price and delivery information for mandatory products is available from the
contracting officer for products obtained through the DLA/GSA/VA distribution
facilities. For mandatory products or services not available from DLA/GSA/VA
sources, price and delivery information is available from the appropriate central
nonprofit agency. Payments will be made directly to the source making delivery.
Points of contact for AbilityOne central nonprofit agencies are:
(1) National Industries for the Blind (NIB)
1310 Braddock Place
Alexandria, VA 22314-1591
703-310-0500; and
(2) National Industries for the Severely Handicapped (NISH)
8401 Old Courthouse Road
Vienna, VA 22182
571-226-4660
(end)
Clause 3-3, Provisions, Clauses, Terms and Conditions - Small Purchases
Include the following clause as prescribed in 310.50.30(d) (Incidental Items Not on

Schedule), 325.30.20(b) (Written Solicitations), and 325.45.10(c) (Open Market
Purchases).
Provisions, Clauses, Terms and Conditions Small Purchases (JUN 2014)
(a) The following provisions are incorporated by reference into the request for
quotations (RFQ):
(1) Provision 3-70, Determination of Responsibility (JAN 2003)
(2) Provision 3-210, Protests (JUN 2014)
(3) Provision 7-60, Judiciary-Furnished Property or Services (JAN 2003)
(b) The contractor shall comply with the following clauses incorporated by reference:
(1) Clause 1-15, Disclosure of Contractor Information to the Public

(AUG 2004)
(2) Clause 2-60, Stop-Work Order (JAN 2010)
(3) Clause 3-205, Protest After Award (JAN 2003)
(4) Clause 7-20, Security Requirements (APR 2013)
(5) Clause 7-30, Public Use of the Name of the Federal Judiciary (JUN 2014)
(6) Clause 7-35, Disclosure or Use of Information (APR 2013)
(7) Clause 7-85, Examination of Records (JAN 2003)
(8) Clause 7-125, Invoices (APR 2011)
(9) Clause 7-130, Interest (Prompt Payment) (JAN 2003)
(10) Clause 7-135, Payments (JAN 2003) (Payment means acceptance by the
inclusion of this clause.)
(11) Clause 7-140, Discounts for Prompt Payment (JAN 2003)
(12) Clause 7-150, Extras (JAN 2003)

(13) Clause 7-185, Changes (APR 2013)
(14) Clause 7-200, Judiciary Delay of Work (JAN 2003) (Applies for products
and fixed-price services.)
(15) Clause 7-210, Payment for Emergency Closures (APR 2013)
(16) Clause 7-235, Disputes (JAN 2003)
(c) The contractor shall comply with the following clauses, incorporated by
reference, unless the stated circumstances do not apply:
(1) Clause B-20, Computer Generated Forms (JAN 2003) (Applies when the
contractor is required to submit data on standard or optional forms.)
(2) Clause 6-60, Rights in Data General (JUN 2012) (Applies if data will be
produced, furnished, or acquired under the purchase order.)
(3) Clause 7-145, Government Purchase Card (JAN 2003) (Applies when the
CO determines that the purchase card can be used to make payments.)
(4) Clause 2-115, Terms for Commercial Advance Payment of Purchases

(APR 2013) (Applies if advance payment will be authorized.)
(5) Clause 2-115, Alt I (OCT 2006) (Applies if advance payment is authorized
for photocopy equipment maintenance.)
(6) The following apply to products only:
a) Clause 2-25A, Delivery Terms and Contractors Responsibilities

(JAN 2003) (Purchase order will specify whether delivery is
expected at destination or origin.)
b) Clause 2-45, Packaging and Marking (AUG 2004) (Applies to fixed-

price contracts for products or for a service involving furnishing of
products.)
c) Clause 3-155, Walsh-Healey Public Contracts Act (JUN 2012)

(Applies to purchase orders over $15,000 for the manufacturing or
furnishing of products in the United States, Puerto Rico, or the U.S.
Virgin Islands.)
(7) The following apply to services only:
a) Clause 1-1, Employment by the Government (JAN 2003)
b) Clause 1-5, Conflict of Interest (AUG 2004)
c) Clause 3-160, Service Contract Act of 1965 (JUN 2012) (Applies to

any purchase order over $2,500, the principal purpose of which is
to furnish services through the use of service employees for work to
be performed in the United States, Puerto Rico, Guam, or the U.S.
Virgin Islands, except where Clause 3-215, Exemption from
Application of the Service Contract Act to Contracts for
Maintenance, Calibration, or Repair of Certain Equipment
Requirements, or Clause 3-225, Exemption from Application of the
Service Contract Act to Contracts for Certain Services
Requirements apply. See (c)(7)g) and (c)(7)h) below.)
d) Clause 7-40, Judiciary-Contractor Relationship (JAN 2003) (Applies

to services when not involving judiciary information technology
funds.)
e) Clause 7-65, Protection of Judiciary Buildings, Equipment and

Vegetation (APR 2013) (Applies when services are performed at a
judiciary building.)
f) Clause 7-205, Payment for Judiciary Holidays (APR 2013) (Applies

to time-and-materials or labor-hour contracts.)
g) Clause 3-215, Exemption from Application of the Service Contract

Act to Contracts for Maintenance, Calibration, or Repair of Certain
Equipment Requirements (APR 2011) (Applies if the request for
quotation included Provision 3-195 and the contractor certified its
compliance with the conditions stated in the provision.)
h) Clause 3-225, Exemption from Application of the Service Contract

Act to Contracts for Certain Services Requirements (APR 2011)
(Applies if the request for quotation included Provision 3-220 and
the contractor certified its compliance with the conditions stated in
the provision.)
(d) Inspection/Acceptance
The contractor shall tender for acceptance only those products and/or services
that conform to the requirements of this contract. The judiciary reserves the right
to inspect or test any products or services that have been tendered for
acceptance. The judiciary may require repair or replacement of nonconforming
products or re-performance of nonconforming services at no increase in contract
price. The judiciary must exercise these rights:
(1) within a reasonable period of time after the defect or non-conformance

was discovered or should have been discovered; and
(2) before any substantial change occurs in the condition of the item, unless
the change is due to the defect in the item.
(e) Excusable Delays
The contractor shall be liable for default unless nonperformance is caused by an

occurrence beyond the reasonable control of the contractor and without its fault
or negligence, such as acts of God or the public enemy, acts of the government
in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine
restrictions, strikes, unusually severe weather, and delays of common carriers.
The contractor shall notify the contracting officer in writing as soon as it is
reasonably possible after the commencement of any excusable delay, setting
forth the full particulars in connection therewith, shall remedy such occurrence
with all reasonable dispatch, and shall promptly give written notice to the
contracting officer of the cessation of such occurrence.
(f) Termination for the Judiciarys Convenience
The judiciary reserves the right to terminate this contract, or any part hereof, for
its sole convenience. In the event of such termination, the contractor shall
immediately stop all work hereunder and shall immediately cause any and all of
its suppliers and subcontractors to cease work. Subject to the terms of this
contract, the contractor shall be paid a percentage of the contract price reflecting
the percentage of the work performed prior to the notice of termination, plus
reasonable charges that the contractor can demonstrate to the satisfaction of the
judiciary, using its standard record keeping system, have resulted from the
termination. The contractor shall not be required to comply with the cost
accounting standards or contract cost principles for this purpose. This paragraph
does not give the judiciary any right to audit the contractor's records. The
contractor shall not be paid for any work performed or costs incurred that
reasonably could have been avoided.
(g) Termination for Cause
The judiciary may terminate this contract, or any part hereof, for cause in the
event of any default by the contractor, or if the contractor fails to comply with any
contract terms and conditions, or fails to provide the judiciary, upon request, with
adequate assurances of future performance. In the event of termination for
cause, the judiciary shall not be liable to the contractor for any amount for
products or services not accepted, and the contractor shall be liable to the
judiciary for any and all rights and remedies provided by law. If it is determined
that the judiciary improperly terminated this contract for default, such termination
shall be deemed a termination for convenience.
(h) Warranty
The contractor warrants and implies that the items delivered hereunder are
merchantable and fit for use for the particular purpose described in this contract.
(end)
Provision 3-5, Taxpayer Identification and Other Offeror Information
Include the following provision as prescribed in 325.30.20(b) (Written Solicitations)

and 330.10.30(a) (Provisions and Clauses).
Taxpayer Identification and Other Offeror Information (APR 2011)
(a) Definitions.
Taxpayer Identification (TIN), as used in this provision, means the number

required by the Internal Revenue Service (IRS) to be used by the offeror in
reporting income tax and other returns. The TIN may be either a social security
number or an employer identification number.
(b) All offerors shall submit the information required in paragraphs (d) and (e) of this
provision to comply with debt collection requirements of 31 U.S.C. 7701(c)
and 3325(d), reporting requirements of 26 U.S.C. 6041, 6041A, and
implementing regulations issued by the IRS. If the resulting contract is subject to
the payment reporting requirements, the failure or refusal by the offeror to furnish
the information may result in a 31 percent reduction of payments otherwise due
under the contract.
(c) The TIN may be used by the government to collect and report on any delinquent
amounts arising out of the offerors relationship with the government (31 U.S.C.
7701(c)(3)). If the resulting contract is subject to payment recording
requirements, the TIN provided hereunder may be matched with IRS records to
verify the accuracy of the offerors TIN.
(d) Taxpayer Identification Number (TIN): ______________________________
[ ] TIN has been applied for.
[ ] TIN is not required, because:
[ ] Offeror is a nonresident alien, foreign corporation or foreign

partnership that does not have income effectively connected with
the conduct of a trade or business in the United States and does
not have an office or place of business or a fiscal paying agent in
the United States;
[ ] Offeror is an agency or instrumentality of a foreign government;
[ ] Offeror is an agency or instrumentality of the federal government.
(e) Type of Organization:
[ ] sole proprietorship;
[ ] partnership;
[ ] corporate entity (not tax-exempt);
[ ] corporate entity (tax-exempt);
[ ] government entity (federal, state or local);
[ ] foreign government;
[ ] international organization per 26 CFR 1.6049-4;
[ ] other _______________.
(f) Contractor representations.
The offeror represents as part of its offer that it is [___], is not [___] 51% owned
and the management and daily operations are controlled by one or more
members of the selected socio-economic group(s) below:
[___] Women Owned Business
[___] Minority Owned Business (if selected then one sub-type is required)
[___] Black American Owned
[___] Hispanic American Owned
[___] Native American Owned (American Indians, Eskimos, Aleuts, or

Native Hawaiians)
[___] Asian-Pacific American Owned (persons with origins from Burma,

Thailand, Malaysia, Indonesia, Singapore, Brunei, Japan, China,
Taiwan, Laos, Cambodia (Kampuchea), Vietnam, Korea, The
Philippines, U.S. Trust Territory of the Pacific Islands (Republic of
Palau), Republic of the Marshall Islands, Federated States of
Micronesia, the Commonwealth of the Northern Mariana Islands,
Guam, Samoa, Macao, Hong Kong, Fiji, Tonga, Kiribati, Tuvalu, or
Nauru)
[___] Subcontinent Asian (Asian-Indian) American Owned (persons with

origins from India, Pakistan, Bangladesh, Sri Lanka, Bhutan, the
Maldives Islands, or Nepal)
[___] Individual/concern, other than one of the preceding.
(end)
Provision 3-10, RESERVED
Provision 3-15, Place of Performance
Include the following provision as prescribed in 330.10.30(c) (Provisions and

Clauses).
Place of Performance (JAN 2003)
If the judiciary intends or the offeror proposes, in the performance of any contract
resulting from this solicitation, to use one or more facilities located at addresses
different from the offeror's address as indicated in this offer, the offeror shall
include in its offer a statement referencing this provision and identifying those
facilities by street address, city, country, state, and ZIP code, and the name and
address of the operators of those facilities if other than the offeror.
(end)
Provision 3-20, Certification Regarding Debarment, Suspension, Proposed

Debarment, and Other Responsibility Matters
Include the following provision as prescribed in 330.10.30(d) (Provisions and

Clauses).
Certification Regarding Debarment, Suspension, Proposed Debarment, and

Other Responsibility Matters (APR 2011)
(a) (1) The offeror certifies, to the best of its knowledge and belief, that:
(i) the offeror and/or any of its principals:
(A) are ___ are not ___ presently debarred, suspended,

proposed for debarment, or declared ineligible for the award
of contracts by any federal agency;
(B) have ___ have not ___, within the three-year period
preceding this offer, been convicted of or had a civil
judgment rendered against them for: commission of fraud or
a criminal offense in connection with obtaining, attempting to
obtain, or performing a public (federal, state, or local)
contract or subcontract; violation of federal or state antitrust
statutes relating to the submission of offers; or commission
of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion,
violating federal criminal tax laws, or receiving stolen
property;
(C) are ___ are not ___ presently indicted for, or otherwise
criminally or civilly charged by a governmental entity with,
commission of any of the offenses enumerated in paragraph
(a)(1)(i)(B) of this provision;
(D) have ___, have not ___, within a three-year period preceding
this offer, been notified of any delinquent federal taxes in an
amount that exceeds $3,000 for which the liability remains
unsatisfied.
(1) Federal taxes are considered delinquent if both of the

following criteria apply:
(i) The tax liability is finally determined. The

liability is finally determined if it has been
assessed. A liability is not finally determined if

there is a pending administrative or judicial
challenge. In the case of a judicial challenge to
the liability, the liability is not finally determined
until all judicial appeal rights have been
exhausted.
(ii) The taxpayer is delinquent in making payment.

A taxpayer is delinquent if the taxpayer has
failed to pay the tax liability when full payment
was due and required. A taxpayer is not
delinquent in cases where enforced collection
action is precluded.
(2) Examples.
(i) The taxpayer has received a statutory notice of

deficiency, under I.R.C. 6212, which entitles
the taxpayer to seek Tax Court review of a
proposed tax deficiency. This is not a
delinquent tax because it is not a final tax
liability. Should the taxpayer seek Tax Court
review, this will not be a final tax liability until
the taxpayer has exercised all judicial appeal
rights.
(ii) The IRS has filed a notice of federal tax lien

with respect to an assessed tax liability, and
the taxpayer has been issued a notice under
I.R.C. 6320 entitling the taxpayer to request a
hearing with the IRS Office of Appeals
contesting the lien filing, and to further appeal
to the Tax Court if the IRS determines to
sustain the lien filing. In the course of the
hearing, the taxpayer is entitled to contest the
underlying tax liability because the taxpayer
has had no prior opportunity to contest the
liability. This is not a delinquent tax because it
is not a final tax liability. Should the taxpayer
seek Tax Court review, this will not be a final
tax liability until the taxpayer has exercised all
judicial appeal rights.
(iii) The taxpayer has entered into an installment

agreement pursuant to I.R.C. 6159. The
taxpayer is making timely payments and is in
full compliance with the agreement terms. The
taxpayer is not delinquent because the
taxpayer is not currently required to make full
payment.
(iv) The taxpayer has filed for bankruptcy

protection. The taxpayer is not delinquent
because enforced collection action is stayed
under 11 U.S.C. 362 (the Bankruptcy Code).
ii. The offeror ___ has ___ has not, within a three-year period
preceding this offer, had one or more contracts terminated for
default by any federal agency.
(2) "Principal," for the purposes of this certification, means an officer; director;
owner; partner or a person having primary management or supervisory
responsibilities within a business entity (e.g., general manager; plant
manager; head of a division, or business segment, and similar positions).
This certification concerns a matter within the jurisdiction of an agency of

the United States and the making of a false, fictitious, or fraudulent
certification may render the maker subject to prosecution under 18 U.S.C.
1001.
(b) The offeror shall provide immediate written notice to the contracting officer if, at
any time prior to contract award, the offeror learns that its certification was
erroneous when submitted or has become erroneous by reason of changed
circumstances.
(c) A certification that any of the items in paragraph (a) of this provision exists will
not necessarily result in withholding of an award under this solicitation. However,
the certification will be considered in connection with a determination of the
offeror's responsibility. Failure of the offeror to furnish a certification or provide
such additional information as requested by the contracting officer may render
the offeror nonresponsible.
(d) Nothing contained in the foregoing will be construed to require establishment of a

system of records in order to render, in good faith, the certification required by
paragraph (a) of this provision. The knowledge and information of an offeror is
not required to exceed that which is normally possessed by a prudent person in
the ordinary course of business dealings.
(e) The certification in paragraph (a) of this provision is a material representation of

fact upon which reliance was placed when making award. If it is later determined
that the offeror knowingly rendered an erroneous certification, in addition to other
remedies available to the judiciary, the contracting officer may terminate the
contract resulting from this solicitation for default.
(end)
Clause 3-25, Protecting the Judiciarys Interest When Subcontracting with

Contractors Debarred, Suspended, or Proposed for Debarment
Include the following clause as prescribed in 330.10.30(e) (Provisions and Clauses).
Protecting the Judiciarys Interest When Subcontracting with Contractors

Debarred, Suspended, or Proposed for Debarment (JUN 2014)
(a) The government (including the judiciary) suspends or debars contractors to

protect the governments interests. The contractor shall not enter into any
subcontract in excess of $25,000 with a contractor that is debarred, suspended,
or proposed for debarment unless there is a compelling reason to do so.
(b) The contractor shall require each proposed first-tier subcontractor, whose
subcontract will exceed $25,000, to disclose to the contractor, in writing, whether
as of the time of award of the subcontract, the subcontractor, or its principals, is
or is not debarred, suspended, or proposed for debarment by the federal
government.
(c) A corporate officer or a designee of the contractor shall notify the contracting
officer, in writing, before entering into a subcontract with a party that is debarred,
suspended, or proposed for debarment. The notice shall include the following:
(1) the name of the subcontractor;
(2) the contractor's knowledge of the reasons for the subcontractor being on
the List of Parties Excluded from Federal Procurement and
Nonprocurement Programs;
(3) the compelling reason(s) for doing business with the subcontractor
notwithstanding its inclusion on the List of Parties Excluded From Federal
Procurement and Nonprocurement Programs; and
(4) the systems and procedures the contractor has established to ensure that
it is fully protecting the judiciarys interests when dealing with such
subcontractor in view of the specific basis for the party's debarment,

suspension, or proposed debarment.
(d) Subcontracts. Unless this is a contract for commercial items, the contractor shall
include the requirements of this clause, including this paragraph (d)
(appropriately modified for the identification of the parties), in each subcontract
that exceeds $25,000 in value, and is not a subcontract for commercially
available off-the-shelf items.
(end)
Provision 3-30, Certificate of Independent Price Determination
Include the following provision as prescribed in 330.10.30(f) (Provisions and Clauses).
Certificate of Independent Price Determination (JAN 2003)
(a) The offeror certifies that:
(1) the prices in this offer have been arrived at independently, without, for the
purpose of restricting competition, any consultation, communication, or
agreement, with any other offeror or with any competitor relating to:
(A) those prices;
(B) the intention to submit an offer; or
(C) the methods or factors used to calculate the prices offered.
(2) The prices in this offer have not been and will not be knowingly disclosed
by the offeror, directly or indirectly, to any other offeror or contract award
unless otherwise required by law; and
(3) no attempt has been made or will be made by the offeror to induce any
other concern to submit or not to submit an offer for the purpose of
restricting competition.
(b) Each signature on the offer is considered to be a certification by the signatory

that the signatory
(1) is the person in the offeror's organization responsible for determining the
prices in this offer, and that the signatory has not participated, and will not
participate, in any action contrary to paragraphs (a)(1) through (a)(3) of
this provision; or
(2) (i) has been authorized, in writing, to act as agent for the following
principals in certifying that those principals have not participated,
and will not participate, in any action contrary to paragraphs (a)(1)
through (a)(3) of this provision ________________________
(insert full name of person(s) in the offerors organization
responsible for determining the prices in this offer, and the title of
his or her position in the offerors organization);
(ii) as an authorized agent, does certify that the principals named in

subdivision (b)(2)(i) of this provision; have not participated, and will
not participate, in any action contrary to paragraphs (a)(1) through
(a)(3) of this provision; and
(iii) as an agent, has not personally participated, and will not

participate, in any action contrary to paragraphs (a)(1) through
(a)(3) of this provision.
(c) If the offeror deletes or modifies paragraph (a)(2) of this provision, the offeror
shall furnish with its offer a signed statement setting forth in detail the
circumstances of the disclosure.
(end)
Clause 3-35, Covenant Against Contingent Fees
Include the following clause as prescribed in 330.10.30(g) (Provisions and Clauses).
Covenant Against Contingent Fees (JAN 2003)
(a) The contractor warrants that no person or agency has been employed or retained
to solicit or obtain this contract upon an agreement or understanding for a
contingent fee, except a bona fide employee or agency. For breach or violation
of this warranty, the judiciary will have the right to annul or terminate this contract
without liability or, in its discretion, to deduct from the contract price or
consideration, or otherwise recover, the full amount of the contingent fee.
(b) Definitions
"Bona fide agency," as used in this clause, means an established commercial or

selling agency, maintained by a contractor for the purpose of securing business,
that neither exerts nor proposes to exert improper influence to solicit or obtain
judiciary contracts nor holds itself out as being able to obtain any judiciary
contract or contracts through improper influence.
"Bona fide employee," as used in this clause, means a person, employed by a

contractor and subject to the contractor's supervision and control as to time,
place, and manner of performance, who neither exerts nor proposes to exert
improper influence to solicit or obtain judiciary contracts nor holds out as being
able to obtain any judiciary contract or contracts through improper influence.
"Contingent fee," as used in this clause, means any commission, percentage,

brokerage, or other fee that is contingent upon the success that a person or
concern has in securing a judiciary contract.
"Improper influence," as used in this clause, means any influence that induces or
tends to induce a judiciary employee or officer to give consideration or to act
regarding a judiciary contract on any basis other than the merits of the matter.
(end)
Clause 3-40, Restrictions on Subcontractor Sales to the Judiciary
Include the following clause as prescribed in 330.10.30(h) (Provisions and Clauses).
Restrictions on Subcontractor Sales to the Judiciary (JUN 2014)
(a) Except as provided in (b) of this clause, the contractor shall not enter into any
agreement with an actual or prospective subcontractor, nor otherwise act in any
manner, which has or may have the effect of restricting sales by such
subcontractors directly to the judiciary of any item or process (including computer
software) made or furnished by the subcontractor under this contract or under
any follow-on production contract.
(b) The prohibition in (a) of this clause does not preclude the contractor from
asserting rights that are otherwise authorized by law or regulation.
(c) The contractor agrees to incorporate the substance of this clause, including this
paragraph (c), in all subcontracts under this contract which exceed the judiciarys
small purchase threshold.
(end)
Clause 3-45, Anti-Kickback Procedures
Include the following clause as prescribed in 330.10.30(i) (Provisions and Clauses).

Anti-Kickback Procedures (JUN 2012)
(a) Definitions
"Kickback," as used in this clause, means any money, fee, commission, credit,
gift, gratuity, thing of value, or compensation of any kind which is provided,
directly or indirectly, to any prime contractor, prime contractor employee,
subcontractor, or subcontractor employee for the purpose of improperly obtaining
or rewarding favorable treatment in connection with a prime contract or in
connection with a subcontract relating to a prime contract.
"Person," as used in this clause, means a corporation, partnership, business

association of any kind, trust, joint-stock company, or individual.
"Prime contract," as used in this clause, means a contract or contractual action

entered into by the United States for the purpose of obtaining products,
materials, equipment, or services of any kind.
"Prime contractor" as used in this clause, means a person who has entered into
a prime contract with the United States.
"Prime contractor employee," as used in this clause, means any officer, partner,
employee, or agent of a prime contractor.
"Subcontract," as used in this clause, means a contract or contractual action

entered into by a prime contractor or subcontractor for the purpose of obtaining
products, materials, equipment, or services of any kind under a prime contract.
"Subcontractor," as used in this clause, (1) means any person, other than the
prime contractor, who offers to furnish or furnishes any products, materials,
equipment, or services of any kind under a prime contract or a subcontract
entered into in connection with such prime contract, and (2) includes any person
who offers to furnish or furnishes general products to the prime contractor or a
higher tier subcontractor.
"Subcontractor employee," as used in this clause, means any officer, partner,

employee, or agent of a subcontractor.
(b) The Anti-Kickback Act of 1986 (41 U.S.C. 8701-8707) (the Act), prohibits any
person from:
(1) providing or attempting to provide or offering to provide any kickback;
(2) soliciting, accepting, or attempting to accept any kickback; or

(3) including, directly or indirectly, the amount of any kickback in the contract
price charged by a prime contractor to the United States or in the contract
price charged by a subcontractor to a prime contractor or higher tier
subcontractor.
(c) (1) The contractor shall have in place and follow reasonable procedures
designed to prevent and detect possible violations described in paragraph
(b) of this clause in its own operations and direct business relationships.
(2) When the contractor has reasonable grounds to believe that a violation
described in paragraph (b) of this clause may have occurred, the
contractor shall promptly report in writing the possible violation. Such
reports shall be made to the inspector general of the contracting office, the
head of the contracting office if it does not have an inspector general, or
the Department of Justice.
(3) The contractor shall cooperate fully with any federal agency investigating
a possible violation described in paragraph (b) of this clause.
(4) The contracting officer may (i) offset the amount of the kickback against
any monies owed by the United States under the prime contract and/or (ii)
direct that the prime contractor withhold from sums owed a subcontractor
under the prime contract the amount of the kickback. The contracting
officer may order that monies withheld under subdivision (c)(4)(ii) of this
clause be paid over to the government unless the government has already
offset those monies under subdivision (c)(4)(i) of this clause. In either
case, the prime contractor shall notify the contracting officer when the
monies are withheld.
(5) The contractor agrees to incorporate the substance of this clause,

including paragraph (c)(5) but excepting paragraph (c)(1), in all
subcontracts under this contract which exceed the judiciarys small
purchase threshold.
(end)
Clause 3-50, Cancellation, Rescission, and Recovery of Funds for Illegal or

Improper Activity
Include the following clause as prescribed in 330.10.30(j) (Provisions and Clauses).

Cancellation, Rescission, and Recovery of Funds for Illegal or Improper

Activity (JUN 2012)
(a) If the judiciary receives information that a contractor or a person has engaged in
conduct constituting a violation of subsection (a), (b), (c), or (d) of section 27 of
the Office of Federal Procurement Policy Act (41 U.S.C. 2101-2107) (the Act),
as amended by section 4304 of the National Defense Authorization Act for Fiscal
Year 1996 (Pub. L. 104-106), the judiciary may:
(1) cancel the solicitation, if the contract has not yet been awarded or issued;
or
(2) rescind the contract with respect to which:
(i) the contractor or someone acting for the contractor has been
convicted for an offense where the conduct constitutes a violation
of subsection 27(a) or (b) of the Act for the purpose of either:
(A) exchanging the information covered by such subsections for

anything of value; or
(B) obtaining or giving anyone a competitive advantage in the

award of a judiciary contract; or
(ii) The head of the contracting activity has determined, based upon a
preponderance of the evidence, that the contractor or someone
acting for the contractor has engaged in conduct constituting an
offense punishable under subsection 27(e)(1) of the Act.
(b) If the judiciary rescinds the contract under paragraph (a) of this clause, the
judiciary is entitled to recover, in addition to any penalty prescribed by law, the
amount expended under the contract.
(c) The rights and remedies of the judiciary specified herein are not exclusive, and
are in addition to any other rights and remedies provided by law, regulation, or
(end)
Clause 3-55, Price or Fee Adjustment for Illegal or Improper Activity
Include the following clause as prescribed in 330.10.30(k) (Provisions and Clauses).

Price or Fee Adjustment for Illegal or Improper Activity (JUN 2012)
(a) The judiciary, at its election, may reduce the price of a fixed-price type contract
and the total cost and fee under a cost-type contract by the amount of profit or
fee determined as set forth in paragraph (b) of this clause if the head of the
contracting activity or designee determines that there was a violation of
subsection 27(a), (b), or (c) of the Office of Federal Procurement Policy Act, as
amended (41 U.S.C. 2101-2107).
(b) The price or fee reduction referred to in paragraph (a) of this clause will be:
(1) for cost-plus-fixed-fee contracts, the amount of the fee specified in the
contract at the time of award;
(2) for cost-plus-incentive-fee contracts, the target fee specified in the

contract at the time of award, notwithstanding any minimum fee or "fee
floor" specified in the contract;
(3) for cost-plus-award-fee contracts:
(i) the base fee established in the contract at the time of contract
award;
(ii) if no base fee is specified in the contract, 30 percent of the amount

of each award fee otherwise payable to the contractor for each
award fee evaluation period or at each award fee determination
point.
(4) for fixed-price-incentive contracts, the judiciary may:
(i) reduce the contract target price and contract target profit both by an
amount equal to the initial target profit specified in the contract at
the time of contract award; or
(ii) if an immediate adjustment to the contract target price and contract

target profit would have a significant adverse impact on the
incentive price revision relationship under the contract, or adversely
affect the contract financing provisions, the contracting officer may
defer such adjustment until establishment of the total final price of
the contract. The total final price established in accordance with the
incentive price revision provisions of the contract will be reduced by
an amount equal to the initial target profit specified in the contract
at the time of contract award and such reduced price will be the
total final contract price.
(5) for firm-fixed-price contracts, by 10 percent of the initial contract price or a

profit amount determined by the contracting officer from records or
documents in existence prior to the date of the contract award.
(c) The judiciary may, at its election, reduce a prime contractor's price or fee in
accordance with the procedures of paragraph (b) of this clause for violations of
the Act by its subcontractors by an amount not to exceed the amount of profit or
fee reflected in the subcontract at the time the subcontract was first definitively
priced.
(d) In addition to the remedies in paragraphs (a) and (c) of this clause, the judiciary
may terminate this contract for default. The rights and remedies of the judiciary
specified herein are not exclusive, and are in addition to any other rights and
remedies provided by law or under this contract.
(end)
Clause 3-65, RESERVED
Provision 3-70, Determination of Responsibility
Include the following provision as prescribed in 330.10.30(n) (Provisions and

Clauses).
Determination of Responsibility (JAN 2003)
A determination of responsibility will be made on the apparent successful offeror

prior to contract award. If the prospective contractor is found non-responsible,
that offeror will be rejected and will receive no further consideration for award. In
the event a contractor is rejected based on a determination of non-responsibility,
a determination will be made on the next apparent successful offeror.
(end)
Provision 3-85, Explanation to Prospective Offerors
Include the following provision as prescribed in 330.10.30(q) (Provisions and

Clauses).
Explanation to Prospective Offerors (AUG 2004)
Any prospective offeror desiring an explanation or interpretation of the

solicitation, drawings, specifications, etc. shall submit such questions in writing
only to the contracting officer soon enough to allow a reply to reach all
prospective offerors before the submission of their offers. Oral explanations or
instructions given before the award of the contract will not be binding. Any
information given by the contracting officer to a prospective offeror concerning a
solicitation will be furnished promptly to all other prospective offerors as an
amendment to the solicitation, if that information is deemed by the contracting
officer to be necessary in submitting offers or if, in the judgment of the
contracting officer, the lack of it would be prejudicial to any other prospective
offerors. The offeror is instructed specifically to contact only the contracting
officer in connection with any aspect of this procurement prior to contract award.
Contact with any other judiciary official except the contracting officer, or without
the contracting officers express consent, concerning this solicitation may result
in disqualification of the offeror from consideration for award.
(end)
Provision 3-95, Preparation of Offers
Include the following provision as prescribed in 330.10.30(s) (Provisions and

Clauses).
Preparation of Offers (APR 2013)
(a) Offerors are expected to examine the drawings, specifications, clauses, line
items, attachments, and all provisions and instructions. Failure to do so will be at
the offeror's risk.
(b) Each offeror shall furnish the information required by the solicitation. The offeror
shall sign the offer and print or type its name on the offer and each continuation
sheet on which it makes an entry. Erasures or other changes shall be initialed by
the person signing the offer. Offers signed by an agent shall be accompanied by
evidence of that agents authority, unless that evidence has been previous
furnished to the purchasing office.
(c) For each item in the offer, the offeror shall:

(1) show the unit price/cost, including, unless otherwise specified, packaging,
packing, and preservation; and
(2) enter the extended price/cost for the quantity of each item offered in the
amount column of the line item schedule.
In case of discrepancy between a unit price/cost and an extended price/cost, the

unit price/cost will be presumed to be correct, subject, however, to correction to
the same extent and in the same manner as any other mistake.
(d) Offers for products or services other than those specified will not be considered
unless authorized by the solicitation.
(e) Offerors shall state a definite time for delivery of products or for performance of
services, unless otherwise specified in the solicitation.
(f) Time, if stated as a number of days, will include Saturdays, Sundays, and federal
holidays.
(end)
Provision 3-100, Instructions to Offerors
Include the following provision as prescribed in 330.10.30(t) (Provisions and Clauses).
Instructions to Offerors (APR 2013)
(a) Definitions. As used in this provision:
"Discussions" are negotiations that occur after establishment of the competitive

range that may, at the contracting officer's discretion, result in the offeror being
allowed to revise its offer.
In writing," "writing," or "written" means any worded or numbered expression that

can be read, reproduced, and later communicated, and includes electronically
transmitted and stored information.
"Offer modification" is a change made to an offer before the solicitation's closing

date and time, or made in response to an amendment, or made to correct a
mistake at any time before award.
"Offer revision" is a change to an offer made after the solicitation closing date, at
the request of or as allowed by a contracting officer as the result of negotiations.
"Time," if stated as a number of days, is calculated using calendar days, unless

otherwise specified, and will include Saturdays, Sundays, and legal holidays.
However, if the last day falls on a Saturday, Sunday, or legal holiday, then the
period will include the next working day.
(b) Amendments to Solicitations
If this solicitation is amended, all terms and conditions that are not amended
remain unchanged. Offerors shall acknowledge receipt of any amendment to this
solicitation by the date and time specified in the amendment(s). An offerors
failure to acknowledge amendments affecting price, quantity, quality or delivery
may result in the offerors proposal being determined unacceptable where award
is made without discussions.
(c) Submission, Modification, Revision, and Withdrawal of Offers
(1) Unless some other method (e.g., facsimile) is permitted in the solicitation,
offers and modifications to offers shall be submitted in paper media in
sealed envelopes or packages (i) addressed to the office specified in the
solicitation, and (ii) showing the time and date specified for receipt, the
solicitation number, and the name and address of the offeror. Offerors
using commercial carriers shall ensure that the offer is marked on the
outermost wrapper with the information in paragraphs (c)(1)(i) and (c)(1)(ii)
of this provision.
(2) The first page of the offer shall show:
(i) the solicitation number;
(ii) the name, address, and telephone and facsimile numbers of the
offeror (and email address if available);
(iii) a statement specifying the extent of agreement with all terms,

conditions, and provisions included in the solicitation and
agreement to furnish any or all items upon which prices are offered
at the price set opposite each item;
(iv) names, titles, and telephone and facsimile numbers (and email
addresses if available) of persons authorized to negotiate on the
offeror's behalf with the judiciary in connection with this solicitation;
and
(v) name, title, and signature of person authorized to sign the offer.
Offers signed by an agent shall be accompanied by evidence of
that agent's authority, unless that evidence has been previously

furnished to the issuing office.
(3) Submission, Modification, Revision, and Withdrawal of Offers
(i) Offerors are responsible for submitting offers, and any

modifications or revisions, so as to reach the judiciary office
designated in the solicitation by the time specified in the solicitation.
If no time is specified in the solicitation, the time for receipt is 4:30
p.m., local time, for the designated judiciary office on the date that
offer or revision is due.
(ii) Any offer, modification, or revision received at the judiciary office

designated in the solicitation after the exact time specified for
receipt of offers is "late" and will not be considered unless it is
received before award is made, the contracting officer determines it
is in the judiciarys best interest, the contracting officer determines
that accepting the late offer would not unduly delay the
procurement, and:
(A) there is acceptable evidence to establish that it was

received at the judiciary office designated for receipt
of offers prior to the time set for receipt; or
(B) it is the only offer received.
However, a late modification of an otherwise successful offer that

makes its terms more favorable to the judiciary, will be considered
at any time it is received and may be accepted.
(iii) Acceptable evidence to establish the time of receipt at the judiciary

office includes the time/date stamp of that office on the offer
wrapper, other documentary evidence of receipt maintained by the
office, or oral testimony or statements of judiciary personnel.
(iv) If an emergency or unanticipated event interrupts normal judiciary

processes so that offers cannot be received at the office designated
for receipt of offers by the exact time specified in the solicitation,
and urgent judiciary requirements preclude amendment of the
solicitation, the time specified for receipt of offers will be deemed to
be extended to the same time of day specified in the solicitation on
the first work day on which normal judiciary processes resume.
(v) Offers may be withdrawn by written notice received at any time

before award. Oral offers in response to oral solicitations may be
withdrawn orally. If the solicitation authorizes facsimile offers,
offers may be withdrawn via facsimile received at any time before
award, subject to the conditions specified in the Provision 3-115,
Facsimile Offers. Offers may be withdrawn in person by an
offeror or an authorized representative, if the identity of the person
requesting withdrawal is established and the person signs a receipt
for the offer before award.
(4) Unless otherwise specified in the solicitation, offers on less than all items
solicited will not be considered.
(5) Offerors shall submit offers in response to this solicitation in English and in
U.S. dollars.
(6) Offerors may submit modifications to their offers at any time before the
solicitation closing date and time, and may submit modifications in
response to an amendment, or to correct a mistake at any time before
award.
(7) Offerors may submit revised offers only if requested or allowed by the
contracting officer.
(8) Offers may be withdrawn at any time before award. Withdrawals are
effective upon receipt of notice by the contracting officer.
(d) Offer Expiration Date
Offers in response to this solicitation will be valid for the number of days specified
on the solicitation cover sheet (unless a different period is proposed by the
offeror).
(e) Restriction on Disclosure and Use of Data
Offerors that include in their offers data that they do not want disclosed to the
public for any purpose, or used by the judiciary except for evaluation purposes,
shall:
(1) mark the title page with the following legend:
This offer includes data that shall not be disclosed outside the judiciary
and shall not be duplicated, used, or disclosed in whole or in part for
any purpose other than to evaluate this offer. If, however, a contract is
awarded to this offeror as a result of or in connection with the

submission of this data, the judiciary shall have the right to duplicate, use,
or disclose the data to the extent provided in the resulting contract. This
restriction does not limit the judiciary's right to use information contained in
this data if it is obtained from another source without restriction. The data
subject to this restriction are contained in sheets [insert numbers or other
identification of sheets]; and
(2) mark each sheet of data it wishes to restrict with the following legend:
Use or disclosure of data contained on this sheet is subject to the

restriction on the title page of this offer.
(f) Contract Award
(1) The judiciary intends to award a contract or contracts resulting from this
solicitation to the responsible offeror(s) whose offer(s) represents the best
value after evaluation in accordance with the factors and subfactors in the
solicitation.
(2) The judiciary may reject any or all offers if such action is in the judiciary's
interest.
(3) The judiciary may waive informalities and minor irregularities in offers
received.
(4) The judiciary intends to evaluate offers and award a contract without
discussions with offerors (except clarifications). Therefore, the offeror's
initial offer shall contain the offeror's best terms from a cost or price and
technical standpoint. The judiciary reserves the right to conduct
discussions if the contracting officer later determines them to be
necessary. If the contracting officer determines that the number of offers
that would otherwise be in the competitive range exceeds the number at
which an efficient competition can be conducted, the contracting officer
may limit the number of offers in the competitive range to the greatest
number that will permit an efficient competition among the most highly
rated offers.
(5) The judiciary reserves the right to make an award on any item for a
quantity less than the quantity offered, at the unit cost or prices offered,
unless the offeror specifies otherwise in the offer.
(6) The judiciary reserves the right to make multiple awards if, after
considering the additional administrative costs, it is in the judiciary's best
interest to do so.
(7) Exchanges with offerors after receipt of an offer do not constitute a

rejection or counteroffer by the judiciary.
(8) The judiciary may determine that an offer is unacceptable if the prices
proposed are materially unbalanced between line items or sub-line items.
Unbalanced pricing exists when, despite an acceptable total evaluated
price, the price of one or more contract line items is significantly
overstated or understated as indicated by the application of cost or price
analysis techniques. An offer may be rejected if the contracting officer
determines that the lack of balance poses an unacceptable risk to the
judiciary.
(9) If a cost realism analysis is performed, cost realism may be considered by

the source selection authority in evaluating performance or schedule risk.
(10) A written award or acceptance of offer mailed or otherwise furnished to the

successful offeror within the time specified in the offer shall result in a
binding contract without further action by either party.
(11) The judiciary may disclose the following information in postaward

debriefings to other offerors:
(i) the overall evaluated cost or price, and technical rating of the
successful offeror;
(ii) the overall ranking of all offerors, when any ranking was developed
by the judiciary during source selection;
(iii) a summary of the rationale for award; and
(iv) for procurements of commercial items, the make and model of the
item to be delivered by the successful offeror.
(end)
Alternate I (JAN 2003): As prescribed in 330.10.30(t)(1) (Provisions and

Clauses), substitute the following paragraph for paragraph (f)(4) of the basic
provision if the judiciary intends to make award after discussions with offerors
within the competitive range.
(f)(4) The judiciary intends to evaluate offers and award a contract after conducting
discussions with offerors whose offers have been determined to be within the
competitive range. If the contracting officer determines that the number of offers
that would otherwise be in the competitive range exceeds the number at which
an efficient competition can be conducted, the contracting officer may limit the
number of offers in the competitive range to the greatest number that will permit
an efficient competition among the most highly rated offers. Therefore, the
offeror's initial offer shall contain the offeror's best terms from a price and
technical standpoint.
Alternate II (JAN 2003): As prescribed in 330.10.30(t)(2) (Provisions and

Clauses), add paragraph (c)(9) to the basic clause, if the judiciary would be
willing to accept alternate offers.
(c)(9) Offerors may submit offers that depart from stated requirements. Such offers
shall clearly identify why the acceptance of the offer would be advantageous to
the judiciary. Any deviations from the terms and conditions of the solicitation, as
well as the comparative advantage to the judiciary, shall be clearly identified and
explicitly defined. The judiciary reserves the right to amend the solicitation to
allow all offerors an opportunity to submit revised offers based on the revised
requirements.
Alternate III (SEP 2010): As prescribed in 330.10.30(t)(3) (Provisions and

Clauses), replace paragraph (c)(4) of the basic clause with the following, if the
judiciary will consider offers that do not include all items solicited.
(c)(4) Unless otherwise specified in the solicitation, the offeror may propose to provide
any item or combination of items.
Clause 3-105, Audit and Records
Include the following clause as prescribed in 330.10.30(u) (Provisions and Clauses).
Audit and Records (APR 2011)
(a) As used in this clause, "records" includes books, documents, accounting

procedures and practices, and other data, regardless of type and regardless of
whether such items are in written form, in the form of computer data, or in any
other form.
(b) Examination of Costs
If this is a cost-reimbursement, incentive, time-and-materials, labor-hour, or price

re-determinable contract, or any combination of these, the contractor shall
maintain and the contracting officer, or an authorized representative of the

contracting officer, will have the right to examine and audit all records and other
evidence sufficient to reflect properly all costs claimed to have been incurred or
anticipated to be incurred directly or indirectly in performance of this contract.
This right of examination will include inspection at all reasonable times of the
contractor's plants, or parts of them, engaged in performing the contract.
(c) Detailed Cost Information
If the contractor has been required to submit detailed cost information in

connection with any pricing action relating to this contract, the contracting officer,
or an authorized representative of the contracting officer, will have the right to
examine and audit all of the contractor's records, including computations and
projections, related to:
(1) the offer for the contract, subcontract, or modification;
(2) the discussions conducted on the offer(s), including those related to

negotiating;
(3) pricing of the contract, subcontract, or modification; or
(4) performance of the contract, subcontract or modification.
(d) Comptroller General
(1) The Comptroller General of the United States, or an authorized

representative, will have access to and the right to examine any of the
contractor's directly pertinent records involving transactions related to this
contract or a subcontract hereunder.
(2) This paragraph may not be construed to require the contractor or

subcontractor to create or maintain any record that the contractor or
subcontractor does not maintain in the ordinary course of business or
pursuant to a provision of law.
(e) Reports
If the contractor is required to furnish cost, funding, or performance reports, the

contracting officer or an authorized representative of the contracting officer will
have the right to examine and audit the supporting records and materials, for the
purpose of evaluating:
(1) the effectiveness of the contractor's policies and procedures to produce

data compatible with the objectives of these reports; and
(2) the data reported.
(f) Availability
The contractor shall make available at its office at all reasonable times the
records, materials, and other evidence described in paragraphs (a), (b), (c), (d),
and (e) of this clause, for examination, audit, or reproduction, until 3 years after
final payment under this contract, or for any shorter or longer period required by
statute or by other clauses of this contract. In addition:
(1) if this contract is completely or partially terminated, the contractor shall

make available the records relating to the work terminated until 3 years
after any resulting final termination settlement; and
(2) the contractor shall make available records relating to appeals under the
Disputes clause or to litigation or the settlement of claims arising under or
relating to this contract until such appeals, litigation, or claims are finally
resolved.
(g) The contractor shall insert a clause containing all the terms of this clause,
including this paragraph (g), in all subcontracts under this contract that exceed
the judiciarys small purchase threshold, and:
(1) that are cost-reimbursement, incentive, time-and-materials, labor-hour, or

price re-determinable type or any combination of these;
(2) for which detailed cost information is required; or
(3) that require the subcontractor to furnish reports as discussed in paragraph

(e) of this clause.
The clause may be altered only as necessary to identify properly the contracting
parties and the contracting officer under the judiciary prime contract.
(end)
Provision 3-115, Facsimile Offers

Include the following provision as prescribed in 330.10.30(v) (Provisions and

Clauses).
Facsimile Offers (JAN 2003)
(a) Definition
"Facsimile offer," as used in this provision, means an offer, revision or

modification of an offer, or withdrawal of an offer that is transmitted to and
received by the judiciary via facsimile machine.
(b) Offerors may submit facsimile offers as responses to this solicitation. Facsimile
offers are subject to the same rules as paper offers.
(c) The telephone number of receiving facsimile equipment is: [insert telephone
number].
(d) If any portion of a facsimile offer received by the contracting officer is unreadable
to the degree that conformance to the essential requirements of the solicitation
cannot be ascertained from the document:
(1) the contracting officer immediately will notify the offeror and permit the
offeror to resubmit the offer;
(2) the method and time for re-submission will be prescribed by the
contracting officer after consultation with the offeror; and
(3) the re-submission will be considered as if it were received at the date and
time of the original unreadable submission for the purpose of determining
timeliness, provided the offeror complies with the time and format
requirements for re-submission prescribed by the contracting officer.
(e) The judiciary reserves the right to make award solely on the facsimile offer.
However, if requested to do so by the contracting officer, the apparently
successful offeror promptly shall submit the complete original signed offer.
(end)
Clause 3-120, Order of Precedence
Include the following clause as prescribed in 330.10.30(w) (Provisions and Clauses).

Order of Precedence (JAN 2003)
Any inconsistency in this solicitation or contract shall be resolved by giving

precedence in the following order:
(1) the schedule (excluding the specifications);
(2) representations and other instructions;
(3) the solicitation/contract provisions and clauses;
(4) other documents, exhibits, and attachments;
(5) the specifications.
(end)
Provision 3-130, Authorized Negotiators
Include the following provision as prescribed in 330.10.30(y) (Provisions and

Clauses).
Authorized Negotiators (JAN 2003)
The offeror represents that the following persons are authorized to negotiate on
its behalf with the judiciary in connection with this solicitation (offeror lists names,
titles, and telephone numbers of the authorized negotiators).
Name: ________________
Titles: ______________
Telephone: ________________
Fax: ________________
E-mail: ________________
(end)
Provision 3-135, Single or Multiple Awards
Include the following provision as prescribed in 330.10.30(z) (Provisions and

Clauses).
Single or Multiple Awards (JAN 2003)
The judiciary may elect to award a single contract or to award multiple contracts
for the same or similar products or services to two or more sources under this
solicitation.
(end)
Clause 3-140, Notice to the Judiciary of Labor Disputes
Include the following clause as prescribed in Section 330.10.30(aa) (Provisions and

Clauses).
Notice to the Judiciary of Labor Disputes (JAN 2003)
If the contractor has knowledge that any actual or potential labor dispute is
delaying or threatens to delay the timely performance of this contract, the
contractor shall immediately give notice, including all relevant information, to the
(end)
Clause 3-145, Payment for Overtime Premiums
Include the following clause as prescribed in 330.10.30(bb) (Provisions and Clauses).
Payment for Overtime Premiums (JAN 2003)
(a) The use of overtime is authorized under this contract if the overtime premium
does not exceed *_____ or the overtime premium is paid for work:
(1) necessary to cope with emergencies such as those resulting from

accidents, natural disasters, breakdowns of production equipment, or
occasional production bottlenecks of a sporadic nature;
(2) by indirect-labor employees such as those performing duties in connection

with administration, protection, transportation, maintenance, standby plant
protection, operation of utilities, or accounting;
(3) to perform tests, industrial processes, laboratory procedures, loading or

unloading of transportation conveyances, and operations in flight or afloat
that are continuous in nature and cannot reasonably be interrupted or
completed otherwise; or
(4) that will result in lower overall costs to the judiciary.
(b) Any requests for estimated overtime premiums that exceed the amount specified
above shall include all estimated overtime for contract completion and shall:
(1) identify the work unit; e.g., department or section in which the requested
overtime will be used, together with present workload, staffing, and other
data of the affected unit sufficient to permit the contracting officer to
evaluate the necessity for the overtime;
(2) demonstrate the effect that denial of the request will have on the contract
delivery or performance schedule;
(3) identify the extent to which approval of overtime would affect the
performance or payments in connection with other judiciary contracts,
together with identification of each affected contract; and
(4) provide reasons why the required work cannot be performed by using
multishift operations or by employing additional personnel.
* Insert either "zero" or the dollar amount agreed to during negotiations.

The inserted figure does not apply to the exceptions in paragraph (a)(1)
through (a)(4) of the clause.
(end)
Clause 3-150, Contract Work Hours and Safety Standards Act Overtime
Compensation
Include the following clause as prescribed in 330.10.30(cc) (Provisions and Clauses).
Contract Work Hours and Safety Standards Act Overtime Compensation

(JAN 2003)
(a) Overtime Requirements
No contractor or subcontractor employing laborers or mechanics will require or

permit them to work over 40 hours in any workweek unless they are paid at least
1 and times the basic rate of pay for each hour worked over 40 hours.
(b) Violation; Liability for Unpaid Wages; Liquidated Damages
The responsible contractor and subcontractor are liable for unpaid wages if they
violate the terms in paragraph (a) of this clause. In addition, the contractor and
subcontractor are liable for liquidated damages payable to the judiciary. The
contracting officer will assess liquidated damages at the rate of $10 per affected
employee for each calendar day on which the employer required or permitted the
employee to work in excess of the standard workweek of 40 hours without paying
overtime wages required by the Contract Work Hours and Safety Standards Act.
(c) Withholding for Unpaid Wages and Liquidated Damages
The contracting officer will withhold from payments due under the contract
sufficient funds required to satisfy any contractor or subcontractor liabilities for
unpaid wages and liquidated damages. If amounts withheld under the contract
are insufficient to satisfy contractor or subcontractor liabilities, the contracting
officer will withhold payments from other federal or federally assisted contracts
held by the same contractor that are subject to the Contract Work Hours and
Safety Standards Act.
(d) Payrolls and Basic Records
(1) The contractor and its subcontractors shall maintain payrolls and basic
payroll records for all laborers and mechanics working on the contract
during the contract and shall make them available to the judiciary until 3
years after contract completion. The records shall contain the name and
address of each employee, social security number, labor classifications,
hourly rates of wages paid, daily and weekly number of hours worked,
deductions made, and actual wages paid. The records need not duplicate
those required for construction work by Department of Labor regulations at
29 CFR 5.5(a)(3) implementing the Davis-Bacon Act.
(2) The contractor and its subcontractors shall allow authorized

representatives of the contracting officer or the Department of Labor to
inspect, copy, or transcribe records maintained under paragraph (d)(1) of
this clause. The contractor or subcontractor also shall allow authorized
representatives of the contracting officer or Department of Labor to
interview employees in the workplace during working hours.
(e) Subcontracts
The contractor shall insert the provisions set forth in paragraphs (a) through (d)
of this clause in subcontracts exceeding the judiciarys small purchase threshold
and require subcontractors to include these provisions in any lower tier
subcontracts. The contractor shall be responsible for compliance by any
subcontractor with the provisions set forth in paragraphs (a) through (d) of this
clause.
(end)
Clause 3-155, Walsh-Healey Public Contracts Act
Include the following clause as prescribed in 330.10.30(dd) (Provisions and Clauses).
Walsh-Healey Public Contracts Act (JUN 2012)
If this contract is for the manufacture or furnishing of materials, products, articles

or equipment in an amount that exceeds or may exceed $15,000, and is subject
to the Walsh-Healey Public Contracts Act, as amended (41 U.S.C. 6501 et
seq.), the following terms and conditions apply:
(1) all stipulations required by the Act and regulations issued by the Secretary
of Labor (41 CFR chapter 50) are incorporated by reference. These
stipulations are subject to all applicable rulings and interpretations of the
Secretary of Labor that are now, or may hereafter, be in effect;
(2) all employees whose work relates to this contract shall be paid not less
than the minimum wage prescribed by regulations issued by the Secretary
of Labor (41 CFR 50-202.2). Learners, student learners, apprentices, and
handicapped workers may be employed at less than the prescribed
minimum wage (see 14 CFR 50-202.3) to the same extent that such
employment is permitted under Section 14 of the Fair Labor Standards Act
(29 U.S.C. 201 et seq.).
(end)
Clause 3-160, Service Contract Act of 1965
Include the following clause as prescribed in 325.25.80(a) (Required Clauses and

Provisions).
Service Contract Act of 1965 (JUN 2012)
(a) Definitions
Act, as used in this clause, means the Service Contract Act of 1965 (41 U.S.C.
6701 et seq.).
Contractor, when this clause is used in any subcontract, shall be deemed to

refer to the subcontractor, except in the term government prime contractor.
Service Employee means any person engaged in the performance of this

contract other than any person employed in a bona fide executive, administrative,
or professional capacity, or as computer systems analysts, computer
programmers, software engineers, or other similarly skilled computer employees,

as these terms are defined in Part 541 of Title 29, Code of Federal Regulations,
as revised. It includes all such persons regardless of any contractual relationship
that may be alleged to exist between a contractor or subcontractor and such
persons.
(b) Applicability
This contract is subject to the following provisions and to all other applicable
provisions of the Act and regulations of the Secretary of Labor (29 CFR part 4).
This clause does not apply to contracts or subcontracts administratively
exempted by the Secretary of Labor or exempted by 41 U.S.C. 6702, as
interpreted in Subpart C of 29 CFR Part 4.
(c) Compensation
(1) Each service employee employed in the performance of this contract by

the contractor or any subcontractor shall be paid not less than the
minimum monetary wages and shall be furnished fringe benefits in
accordance with the wages and fringe benefits determined by the
Secretary of Labor or an authorized representative, as specified in any
wage determination attached to this contract.
(2) (i) If a wage determination is attached to this contract, the contractor

shall classify any class of service employee which is not listed
therein and which is to be employed under the contract (i.e., the
work to be performed is not performed by any classification listed in
the wage determination) so as to provide a reasonable relationship
(i.e. appropriate level of skill comparison) between such unlisted
classifications and the classifications listed in the wage
determination. Such conformed class of employees shall be paid
the monetary wages and furnished the fringe benefits as are
determined pursuant to the procedures in this paragraph (c).
(ii) This conforming procedure shall be initiated by the contractor prior

to the performance of contract work by the unlisted class of
employee. The contractor shall submit Standard Form (SF) 1444,
Request for Authorization of Additional Classification and Rate, to
the contracting officer no later than 30 days after the unlisted class
of employees performs any contract work. The contracting officer
will review the proposed classification and rate and promptly submit
the completed SF 1444 (which must include information regarding
the agreement or disagreement of the employees authorized
representatives or the employees themselves together with the
contracting officer's recommendation) and all pertinent information,

to the Wage and Hour Division, Employment Standards
Administration, U.S. Department of Labor. The Wage and Hour
Division will approve, modify, or disapprove the action or render a
final determination in the event of disagreement within 30 days of
receipt or will notify the contracting officer within 30 days of receipt
that additional time is necessary.
(iii) The final determination of the conformance action by the Wage and
Hour Division will be transmitted to the contracting officer, who will
promptly notify the contractor of the action taken. Each affected
employee shall be furnished by the contractor with a written copy of
such determination, or it shall be posted as a part of the wage
determination.
(iv) (A) The process of establishing wage and fringe benefit rates
that bear a reasonable relationship to those listed in a wage
determination cannot be reduced to any single formula. The
approach used may vary from wage determination to wage
determination depending on the circumstances. Standard
wage and salary administration practices which rank various
job classifications by pay grade pursuant to point schemes
or other job factors may, for example, be relied upon.
Guidance may also be obtained from the way different jobs
are rated under federal pay systems (Federal Wage Board
Pay System and the General Schedule) or from other wage
determinations issued in the same locality. Basic to the
establishment of conformable wage rate(s) is the concept
that a pay relationship should be maintained between job
classifications based on the skill required and the duties
performed.
(B) In the case of a contract modification, an exercise of an

option, or extension of an existing contract, or in any other
case where a contractor succeeds a contract under which
the classification in question was previously conformed
pursuant to paragraph (c) of this clause, a new conformed
wage rate and fringe benefits may be assigned to the
conformed classification by indexing (i.e., adjusting) the
previous conformed rate and fringe benefits by an amount
equal to the average (mean) percentage increase (or
decrease, where appropriate) between the wages and fringe
benefits specified for all classifications to be used on the
contract that are listed in the current wage determination,
and those specified for the corresponding classifications in

the previously applicable wage determination. Where
conforming actions are accomplished in accordance with this
paragraph prior to the performance of contract work by the
unlisted class of employees, the contractor shall advise the
contracting officer of the action taken, but the other
procedures in subdivision (c)(2)(ii) of this clause need not be
followed.
(C) No employee engaged in performing work on this contract

shall in any event be paid less than the currently applicable
minimum wage specified under section 6(a)(1) of the Fair
Labor Standards Act of 1938, as amended.
(v) The wage rate and fringe benefits finally determined under this
paragraph (c)(2) of this clause shall be paid to all employees
performing in the classification from the first day on which contract
work is performed by them in the classification. Failure to pay the
unlisted employees the compensation agreed upon by the
interested parties and/or finally determined by the Wage and Hour
Division retroactive to the date such class of employees
commenced contract work shall be a violation of the Act and this
contract.
(vi) Upon discovery of failure to comply with paragraph (c)(2) of this

clause, the Wage and Hour Division will make a final determination
of conformed classification, wage rate, and/or fringe benefits which
will be retroactive to the date the class of employees commenced
contract work.
(3) Adjustment of Compensation
If the term of this contract is more than 1 year, the minimum monetary
wages and fringe benefits required to be paid or furnished thereunder to
service employees under this contract shall be subject to adjustment after
1 year and not less often than once every 2 years, under wage
determinations issued by the Wage and Hour Division.
(d) Obligation to Furnish Fringe Benefits
The contractor or subcontractor may discharge the obligation to furnish fringe

benefits specified in the attachment or determined under paragraph (c)(2) of this
clause by furnishing equivalent combinations of bona fide fringe benefits, or by
making equivalent or differential cash payments, only in accordance with

Subpart D of 29 CFR part 4.
(e) Minimum Wage
In the absence of a minimum-wage attachment for this contract, neither the

contractor nor any subcontractor under this contract shall pay any person
performing work under this contract (regardless of whether the person is a
service employee) less than the minimum wage specified by section 6(a)(1) of
the Fair Labor Standards Act of 1938. Nothing in this clause will relieve the
contractor or any subcontractor of any other obligation under law or contract for
the payment of a higher wage to any employee.
(f) Successor Contracts
If this contract succeeds a contract subject to the Act under which substantially
the same services were furnished in the same locality, and service employees
were paid wages and fringe benefits provided for in a collective bargaining
agreement, in the absence of the minimum wage attachment for this contract
setting forth such collectively bargained wage rates and fringe benefits, neither
the contractor nor any subcontractor under this contract shall pay any service
employee performing any of the contract work (regardless of whether or not the
employee was employed under the predecessor contract), less than the wages
and fringe benefits provided for in such collective bargaining agreement, to which
such employee would have been entitled if employed under the predecessor
contract, including accrued wages and fringe benefits and any prospective
increases in wages and fringe benefits provided for under such agreement.
No contractor or subcontractor under this contract may be relieved of the

foregoing obligation unless the limitations of 29 CFR 4.1b(b) apply or unless the
Secretary of Labor or the Secretarys authorized representative finds, after a
hearing as provided in 29 CFR 4.10 that the wages and/or fringe benefits
provided for in such agreement are substantially at variance with those which
prevail for services of a character similar in the locality, or determines, as
provided in section 29 CFR 4.11, that the collective bargaining agreement
applicable to service employees employed under the predecessor contract was
not entered into as a result of arm's-length negotiations. Where it is found in
accordance with the review procedures in 29 CFR 4.10 and/or 4.11 and Parts 6
and 8 that some or all of the wages and/or fringe benefits in a predecessor
contractor's collective bargaining agreement are substantially at variance with
those which prevail for services of a character similar in the locality, and/or that
the collective bargaining agreement applicable to service employees under the
predecessor contract was not entered into as a result of arm's-length
negotiations, the Department will issue a new or revised wage determination
setting forth the applicable wage rates and fringe benefits. Such determination
shall be made part of the contract or subcontract, in accordance with the decision
of the Administrator, the Administrative Law Judge, or the Administrative Review
Board, as the case may be, irrespective of whether such issuance occurs prior to
or after award of a contract or subcontract (53 Comp. Gen. 401 (1973)). In the
case of a wage determination issued solely as a result of a finding of substantial
variance, such determination shall be effective as of the date of the final
administrative decision.
(g) Notification to Employees
The contractor and any subcontractor under this contract shall notify each
service employee commencing work on this contract of the minimum monetary
wage and any fringe benefits required to be paid pursuant to the contract, or shall
post the wage determination attached to this contract. The poster provided by
the Department of Labor (Publication WH 1313) shall be posted in a prominent
and accessible place at the work site. Failure to comply with this requirement is
a violation of section 2(a)(4) of the Act and of this contract.
(h) Safe and Sanitary Working Conditions
The contractor or subcontractor shall not permit any part of the services called for
by this contract to be performed in buildings or surroundings or under working
conditions provided by or under the control or supervision of the contractor or
subcontractor that are unsanitary, hazardous or dangerous to the health or safety
of service employees. The contractor or subcontractor shall comply with the
safety and health standards applied under 29 CFR part 1925.
(i) Records
(1) The contractor and each subcontractor performing work subject to the Act
shall make and maintain for 3 years from the completion of the work, and
make them available for inspection and transcription by authorized
representatives of the Wage and Hour Division, Employment Standards
Administration, a record of the following:
(i) for each employee subject to the Act:
(A) name, address, and social security number;
(B) correct work classification or classifications, rate or rates of

monetary wages paid and fringe benefits provided, rate or
rates of payments in lieu of fringe benefits, and total daily
and weekly compensation;
(C) daily and weekly hours worked by each employee; and
(D) any deductions, rebates, or refunds from the total daily or

weekly compensation of each employee.
(ii) For those classes of service employees not included in any wage
determination attached to this contract, wage rates or fringe
benefits determined by the interested parties or by the
Administrator or authorized representative under the terms of
paragraph (c) of this clause. A copy of the report required by
subdivision (c)(2)(ii) of this clause will fulfill this requirement.
(iii) Any list of the predecessor contractor's employees which had been
furnished to the contractor as prescribed by paragraph (n) of this
clause.
(2) The contractor shall also make available a copy of this contract for
inspection or transcription by authorized representatives of the Wage and
Hour Division.
(3) Failure to make and maintain or to make available these records for
inspection and transcription shall be a violation of the regulations and this
contract, and in the case of failure to produce these records, the
contracting officer, upon direction of the Department of Labor and
notification to the contractor, will take action to cause suspension of any
further payment or advance of funds until the violation ceases.
(4) The contractor shall permit authorized representatives of the Wage and
Hour Division to conduct interviews with employees at the work site during
normal working hours.
(j) Pay Periods
The contractor shall unconditionally pay to each employee subject to the Act all
wages due free and clear and without subsequent deduction (except as
otherwise provided by law or regulations, 29 CFR part 4), rebate, or kickback on
any account. These payments shall be made no later than one pay period
following the end of the regular pay period in which the wages were earned or
accrued. A pay period under this Act may not be of any duration longer than
semi-monthly.
(k) Withholding of Payments and Termination of Contract
The contracting officer will withhold or cause to be withheld from the government
prime contractor under this or any other government contract with the prime
contractor such sums as an appropriate official of the Department of Labor
requests or such sums as the contracting officer decides may be necessary to
pay underpaid employees employed by the contractor or subcontractor. In the
event of failure to pay employees subject to the Act all or part of the wages or
fringe benefits due under the Act, the contracting officer may, after authorization
or by direction of the Department of Labor and written notification to the
contractor, take action to cause suspension of any further payment or advance of
funds until such violations have ceased. Additionally, any failure to comply with
the requirements of this clause may be grounds for termination of the right to
proceed with the contract work. In such event, the government may enter into
other contracts or arrangements for completion of the work, charging the
contractor in default with any additional cost.
(l) Subcontracts
The contractor agrees to insert this clause in all subcontracts subject to the Act.
(m) Collective Bargaining Agreements Applicable to Service Employees
If wages to be paid or fringe benefits to be furnished any service employees

employed by the government prime contractor or any subcontractor under the
contract are provided for in a collective bargaining agreement which is or will be
effective during any period in which the contract is being performed, the
government prime contractor shall report such fact to the contracting officer,
together with full information as to the application and accrual of such wages and
fringe benefits, including any prospective increases, to service employees
engaged in work on the contract, and a copy of the collective bargaining
agreement. Such report shall be made upon commencing performance of the
contract, in the case of collective bargaining agreements effective at such time,
and in the case of such agreements or provisions or amendments thereof
effective at a later time during the period of contract performance such
agreements shall be reported promptly after negotiation thereof.
(n) Seniority List
Not less than ten days prior to completion of any contract being performed at a
federal facility where service employees may be retained in the performance of
the succeeding contract and subject to a wage determination which contains
vacation or other benefit provisions based upon length of service with a
contractor (predecessor) or successor (29 CFR 4.173), the incumbent prime
contractor shall furnish the contracting officer a certified list of the names of all
service employees on the contractor's or subcontractor's payroll during the last
month of contract performance. Such list shall also contain anniversary dates of
employment on the contract either with the current or predecessor contractors of
each such service employee. The contracting officer will turn over such list to the
successor contractor at the commencement of the succeeding contract.
(o) Rulings and Interpretations
Rulings and interpretations of the Act are contained in Regulations, 29 CFR

Part 4.
(p) (1) Contractors Certification
By entering into this contract, the contractor (and officials thereof) certifies
that neither it (nor he or she) nor any person or firm who has a substantial
interest in the contractor's firm is a person or firm ineligible to be awarded
government contracts by virtue of the sanctions imposed under section 5
of the Act.
(2) No part of this contract will be subcontracted to any person or firm

ineligible for award of a government contract under section 5 of the Act.
(3) The penalty for making false statements is prescribed in the U.S. Criminal
Code, 18 U.S.C. 1001.
(q) Variations, Tolerances, and Exemptions Involving Employment
Notwithstanding any of the provisions in paragraphs (b) through (o) of this

clause, the following employees may be employed in accordance with the
following variations, tolerances, and exemptions, which the Secretary of Labor,
pursuant to section 4(b) of the Act prior to its amendment by Public Law 92-473,
found to be necessary and proper in the public interest or to avoid serious
impairment of the conduct of government business:
(1) Apprentices, student-learners, and workers whose earning capacity is

impaired by age, physical or mental deficiency, or injury may be employed
at wages lower than the minimum wages otherwise required by section
2(a)(1) or 2(b)(1) of the Act without diminishing any fringe benefits or cash
payments in lieu thereof required under section 2(a)(2) of the Act, in
accordance with the conditions and procedures prescribed for the
employment of apprentices, student-learners, handicapped persons, and
handicapped clients of sheltered workshops under section 14 of the Fair
Labor Standards Act of 1938, in the regulations issued by the

Administrator (29 CFR parts 520 and 525).
(2) The Administrator will issue certificates under the Act for the employment
of apprentices, student-learners, handicapped persons, or handicapped
clients of sheltered workshops not subject to the Fair Labor Standards Act
of 1938, or subject to different minimum rates of pay under the two Acts,
authorizing appropriate rates of minimum wages (but without changing
requirements concerning fringe benefits or supplementary cash payments
in lieu thereof), applying procedures prescribed by the applicable
regulations issued under the Fair Labor Standards Act of 1938 (29 CFR
parts 520 and 525).
(3) The Administrator will also withdraw, annul, or cancel such certificates in
accordance with the regulations in 29 CFR parts 525 and 528.
(r) Apprentices
Apprentices will be permitted to work at less than the predetermined rate for the
work they perform when they are employed and individually registered in a bona
fide apprenticeship program registered with a State Apprenticeship Agency which
is recognized by the U.S. Department of Labor, or if no such recognized agency
exists in a state, under a program registered with the Office of Apprenticeship
Training, Employer, and Labor Services (OATELS), U.S. Department of Labor.
Any employee who is not registered as an apprentice in an approved program
shall be paid the wage rate and fringe benefits contained in the applicable wage
determination for the journeyman classification of work actually performed. The
wage rates paid apprentices shall not be less than the wage rate for their level of
progress set forth in the registered program, expressed as the appropriate
percentage of the journeyman's rate contained in the applicable wage
determination. The allowable ratio of apprentices to journeymen employed on
the contract work in any craft classification shall not be greater than the ratio
permitted to the contractor as to its entire workforce under the registered
program.
(s) Tips
An employee engaged in an occupation in which the employee customarily and

regularly receives more than $30 a month in tips may have the amount of these
tips credited by the employer against the minimum wage required by section
2(a)(1) or section 2(b)(1) of the Act, in accordance with section 3(m) of the Fair
Labor Standards Act and Regulations 29 CFR part 31. However, the amount of
credit shall not exceed $1.34 per hour beginning January 1, 1981. To use this
provision:
(1) the employer shall inform tipped employees about this tip credit allowance
before the credit is used;
(2) the employees shall be allowed to retain all tips (individually or through a
pooling arrangement and regardless of whether the employer elects to
take a credit for tips received);
(3) the employer shall be able to show by records that the employee receives
at least the applicable Service Contract Act minimum wage through the
combination of direct wages and tip credit; and
(4) the use of such tip credit shall have been permitted under any
predecessor collective bargaining agreement applicable by virtue of
section 4(c) of the Act.
(t) Disputes Concerning Labor Standards
The U.S. Department of Labor has set forth in 29 CFR parts 4, 6, and 8
procedures for resolving disputes concerning labor standards requirements.
Such disputes shall be resolved in accordance with those procedures and not the
Disputes clause of this contract. Disputes within the meaning of this clause
include disputes between the contractor (or any of its subcontractors) and the
contracting office, the U.S. Department of Labor, or the employees or their
representatives.
(end)
Clause 3-175, Fair Labor Standards Act and Service Contract Act Price
Adjustment (Multi-Year and Option Contracts)
Include the following clause as prescribed in 325.25.80(b) (Required Clauses and

Provisions) and 410.75.65(c) (Contract Clauses and Provisions).
Fair Labor Standards Act and Service Contract Act Price Adjustment
(Multi-Year and Option Contracts) (JUN 2012)
(a) This clause applies to both contracts subject to area prevailing wage
determinations and contracts subject to collective bargaining agreements.
(b) The contractor warrants that the prices in this contract do not include any
allowance for any contingency to cover increased costs for which adjustment is
provided under this clause.
(c) The wage determination, issued under the Service Contract Act of 1965
(41 U.S.C. 6701, et seq.), by the Administrator, Wage and Hour Division,
Employment Standards Administration, U.S. Department of Labor, current on the
anniversary date of a multi-year contract or the beginning of each renewal option
period, will apply to this contract. If no such determination has been made
applicable to this contract, then the federal minimum wage as established by
section 6(a)(1) of the Fair Labor Standards Act of 1938, as amended, (29 U.S.C.
206) current on the anniversary date of a multi-year contract or the beginning of
each renewal option period, will apply to this contract.
(d) The contract price, contract unit price labor rates, or fixed hourly labor rates will
be adjusted to reflect the contractor's actual increase or decrease in applicable
wages and fringe benefits to the extent that the increase is made to comply with
or the decrease is voluntarily made by the contractor as a result of:
(1) the Department of Labor wage determination applicable on the

anniversary date of the multi-year contract, or at the beginning of the
renewal option period. For example, the prior year wage determination
required a minimum wage rate of $4.00 per hour. The contractor chose to
pay $4.10. The new wage determination increases the minimum rate to
$4.50 per hour. Even if the contractor voluntarily increases the rate to
$4.75 per hour, the allowable price adjustment is $.40 per hour;
(2) an increased or decreased wage determination otherwise applied to the

contract by operation of law; or
(3) an amendment to the Fair Labor Standards Act of 1938 that is enacted
after award of this contract, affects the minimum wage, and becomes
applicable to this contract under law.
(e) Any adjustment will be limited to increases or decreases in wages and fringe
benefits as described in paragraph (d) of this clause, and the accompanying
increases or decreases in social security and unemployment taxes and workers'
compensation insurance, but shall not otherwise include any amount for general
and administrative costs, overhead, or profit.
(f) The contractor shall notify the contracting officer of any increase claimed under
this clause within 30 days after receiving a new wage determination unless this
notification period is extended in writing by the contracting officer. The contractor
shall promptly notify the contracting officer of any decrease under this clause, but
nothing in the clause will preclude the government from asserting a claim within
the period permitted by law. The notice shall contain a statement of the amount
claimed and the change in fixed hourly rates (if this is a time-and-materials or
labor-hour contract), any relevant supporting data, including payroll records, that
the contracting officer may reasonably require. Upon agreement of the parties,
the contract price or contract unit price labor rates will be modified in writing. The
contractor shall continue performance pending agreement on or determination of
any such adjustment and its effective date.
(g) The contracting officer or an authorized representative will have access to and
the right to examine any directly pertinent books, documents, papers and records
of the contractor until the expiration of 3 years after final payment under the
contract.
(end)
Clause 3-180, Fair Labor Standards Act and Service Contract Act Price
Adjustment
Include the following clause as prescribed in 325.25.80(c) (Required Clauses and

Provisions).
Fair Labor Standards Act and Service Contract Act Price Adjustment
(APR 2011)
(a) This clause applies to both contracts subject to area prevailing wage
determinations and contracts subject to contractor collective bargaining
agreements.
(b) The contractor warrants that the prices in this contract do not include any
allowance for any contingency to cover increased costs for which adjustment is
provided under this clause.
(c) The contract price, contract unit price labor rates, or fixed hourly labor rates will
be adjusted to reflect increases or decreases by the contractor in wages and
fringe benefits to the extent that these increases or decreases are made to
comply with:
(1) an increased or decreased wage determination applied to this contract by

operation of law; or
(2) an amendment to the Fair Labor Standards Act of 1938 that is enacted
subsequent to award of this contract, affects the minimum wage, and
becomes applicable to this contract under law.
(d) Any such adjustment will be limited to increases or decreases in wages and
fringe benefits as described in paragraph (c) of this clause, and to the
accompanying increases or decreases in social security and unemployment
taxes and workers' compensation insurance; it will not otherwise include any
amount for general and administrative costs, overhead, or profit.
(e) The contractor shall notify the contracting officer of any increase claimed under
this clause within 30 days after the effective date of the wage change, unless this
period is extended by the contracting officer in writing. The contractor shall
promptly notify the contracting officer of any decrease under this clause, but
nothing in the clause will preclude the government from asserting a claim within
the period permitted by law. The notice shall contain a statement of the amount
and the change in fixed hourly rates (if this is a time-and-materials or labor-hour
contract) claimed and any relevant supporting data that the contracting officer
may reasonably require. Upon agreement of the parties, the contract price,
contract unit price labor rates, or fixed hourly rates will be modified in writing.
The contractor shall continue performance pending agreement on or
determination of any such adjustment and its effective date.
(f) The contracting officer or an authorized representative will, until the expiration of
3 years after final payment under the contract, have access to and the right to
examine any directly pertinent books, documents, papers, and records of the
contractor.
(end)
Provision 3-185, Evaluation of Compensation for Professional Employees
Include the following provision as prescribed in 330.10.30(hh) (Provisions and

Clauses).
Evaluation of Compensation for Professional Employees (JAN 2003)
(a) Recompetition of service contracts may in some cases result in lowering the
compensation (salaries and fringe benefits) paid or furnished professional
employees. This lowering can be detrimental in obtaining the quality of
professional services needed for adequate contract performance. It is therefore
in the judiciary's best interest that professional employees, as defined in
29 CFR 541, be properly and fairly compensated. As part of their offers, offerors
will submit a total compensation plan setting forth salaries and fringe benefits
proposed for the professional employees who will work under the contract. The
judiciary will evaluate the plan to assure that it reflects a sound management
approach and understanding of the contract requirements. This evaluation will
include an assessment of the offeror's ability to provide uninterrupted high-quality
work. The professional compensation proposed will be considered in terms of its

impact upon recruiting and retention, its realism, and its consistency with a total
plan for compensation. Supporting information will include data, such as
recognized national and regional compensation surveys and studies of
professional, public and private organizations, used in establishing the total
compensation structure.
(b) The compensation levels proposed shall reflect a clear understanding of work to
be performed and shall indicate the capability of the proposed compensation
structure to obtain and keep suitably qualified personnel to meet mission
objectives. The salary rates or ranges shall take into account differences in
skills, the complexity of various disciplines, and professional job difficulty.
Additionally, offers envisioning compensation levels lower than those of
predecessor contractors for the same work will be evaluated on the basis of
maintaining program continuity, uninterrupted high-quality work, and availability
of required competent professional service employees. Offerors are cautioned
that lowered compensation for essentially the same professional work may
indicate lack of sound management judgment and lack of understanding of the
requirement.
(c) The judiciary is concerned with the quality and stability of the work force to be
employed on this contract. Professional compensation that is unrealistically low
or not in reasonable relationship to the various job categories, since it may impair
the contractor's ability to attract and retain competent professional service
employees, may be viewed as evidence of failure to comprehend the complexity
of the contract requirements.
(d) Failure to comply with these provisions may constitute sufficient cause to justify
rejection of an offer.
(end)
Provision 3-195, Exemption from Application of the Service Contract Act to

Contracts for Maintenance, Calibration, or Repair of Certain Equipment -
Certification
Include the following provision as prescribed in 325.25.80(d) (Required Clauses and

Provisions).
Exemption from Application of the Service Contract Act to Contracts for

Maintenance, Calibration, or Repair of Certain Equipment Certification
(APR 2011)
(a) The offeror shall check following certification:
CERTIFICATION
The offeror [ ] does [ ] does not certify that
(1) the items of equipment to be serviced under this contract are used
regularly for other than government purposes, and are sold or traded by
the offeror (or subcontractor in the case of an exempt subcontractor) in
substantial quantities to the general public in the course of normal
business operations;
(2) the services will be furnished at prices which are, or are based on,
established catalog or market prices for the maintenance, calibration, or
repair of equipment.
(i) An "established catalog price" is a price included in a catalog, price

list, schedule, or other form that is regularly maintained by the
manufacturer or the offeror, is either published or otherwise
available for inspection by customers, and states prices at which
sales currently, or were last, made to a significant number of buyers
constituting the general public.
(ii) An "established market price" is a current price, established in the

usual course of trade between buyers and sellers free to bargain,
which can be substantiated from sources independent of the
manufacturer or contractor; and
(3) the compensation (wage and fringe benefits) plan for all service
employees performing work under the contract is the same as that used
for these employees and equivalent employees servicing the same
equipment of commercial customers.
(b) Certification by the offeror as to its compliance with respect to the contract also
constitutes its certification as to compliance by its subcontractor if it subcontracts
out the exempt services. If the offeror certifies to the conditions in paragraph (a)
of this provision then Clause 3-160, Service Contract Act of 1965, will not be
included in any resultant contract to this offeror.
(c) If the offeror does not certify to the conditions in paragraph (a) of this provision
(1) Clause 3-215, Exemption from Application of the Service Contract Act to
Contracts for Maintenance, Calibration, or Repair of Certain Equipment
Requirements, will not be included in any resultant contract awarded to
this offeror; and
(2) the offeror shall notify the contracting officer as soon as possible, if the
contracting officer did not attach a Service Contract Act wage
determination to the solicitation.
(d) The contracting officer may not make an award to the offeror, if the offeror fails to
execute the certification in paragraph (a) of this provision or to contact the
contracting officer as required in paragraph (c) of this provision.
(end)
Clause 3-200, Service Contract Act Place of Performance Unknown
Include the following clause as prescribed in 325.25.80(e) (Required Clauses and

Provisions).
Service Contract Act Place of Performance Unknown (JAN 2003)
(a) This contract is subject to the Service Contract Act, and the place of performance
was unknown when the solicitation was issued. In addition to places or areas
identified in wage determinations, if any, attached to the solicitation, wage
determinations have also been requested for the following:________ [insert
places or areas]. The contracting officer will request wage determinations for
additional places or areas of performance if asked to do so in writing by
_____________ [insert time and date].
(b) Offerors who intend to perform in a place or area of performance for which a
wage determination has not been attached or requested may nevertheless
submit offers. However, a wage determination will be requested and
incorporated in the resultant contract retroactive to the date of contract award,
and there will be no adjustment in the contract price.
(end)
Clause 3-205, Protest after Award
Include the following clause as prescribed in 330.10.30(kk) (Provisions and Clauses).

Protest after Award (JAN 2003)
(a) Upon receipt of a notice of protest or a determination that a protest is likely, the
contracting officer may, by written order to the contractor, direct the contractor to
stop performance of the work called for by this contract. The order will be
specifically identified as a stop-work order issued under this clause. Upon
receipt of the order, the contractor shall immediately comply with its terms and
take all reasonable steps to minimize the incurrence of costs allocable to the
work covered by the order during the period of work stoppage. Upon receipt of
the final decision in the protest, the contracting officer will either:
(1) cancel the stop-work order; or
(2) terminate the work covered by the order as provided in the Default, or the
Termination clause of this contract.
(b) If a stop-work order issued under this clause is canceled either before or after a
final decision in the protest, the contractor shall resume work. The contracting
officer will make an equitable adjustment in the delivery schedule or contract
price, or both, and the contract will be modified, in writing, accordingly, if:
(1) the stop-work order results in an increase in the time required for, or in the
contractor's cost properly allocable to, the performance of any part of this
contract; and
(2) the contractor asserts its right to an adjustment within 30 days after the
end of the period of work stoppage; provided, that if the contracting officer
decides the facts justify the action, the contracting officer may receive and
act upon an offer at any time before final payment under this contract.
(c) If a stop-work order is not canceled and the work covered by the order is
terminated for the convenience of the judiciary, the contracting officer will allow
reasonable costs resulting from the stop-work order in arriving at the termination
settlement.
(d) If a stop-work order is not canceled and the work covered by the order is
terminated for default, the contracting officer will allow, by equitable adjustment
or otherwise, reasonable costs resulting from the stop-work order.
(e) The judiciary's rights to terminate this contract at any time are not affected by
action taken under this clause.
(f) If, as the result of the contractor's intentional or negligent misstatement,

misrepresentation, or mis-certification, a protest related to this contract is
sustained, and the judiciary pays costs, the judiciary may require the contractor
to reimburse the judiciary the amount of such costs. In addition to any other
remedy available, the judiciary may collect this debt by offsetting the amount
against any payment due the contractor under any contract between the
contractor and the judiciary.
(end)
Provision 3-210, Protests
Include the following provision as prescribed in 330.10.30(ll) (Provisions and Clauses).
Protests (JUN 2014)
(a) The protestor has a choice of protest forums. It is the policy of the judiciary to
encourage parties first to seek resolution of disputes with the contracting officer.
If the dispute cannot be resolved with the contracting officer, then it is the policy
of the judiciary to encourage parties to seek a judiciary resolution of disputes with
the Administrative Office of the United States Courts. However, if a party files a
formal protest with an external forum on a solicitation on which it has filed a
protest with the judiciary, the judiciary protest will be dismissed.
(b) Judiciary protests will be considered only if submitted in accordance with the
following time limits and procedures:
(1) any protest shall be filed in writing with the contracting officer designated
in the solicitation for resolution of the protest. It shall identify the
solicitation or contract protested and set forth a complete statement of the
alleged defects or grounds that make the solicitation terms or the award or
proposed award defective. Mere statement of intent to file a protest is not
a protest.
(2) a protest shall be filed not later than ten (10) calendar days after the basis
of the protest is known, or should have been known. A protest based on
alleged improprieties in a solicitation which are apparent prior to the
closing date for receipt of offers, shall be filed prior to the closing date for
receipt of offers. The judiciary, in its discretion, may consider the merits of
any protest which is not timely filed. The office hours of the Administrative
Office are 8:30 a.m. to 5:00 p.m., eastern time. Time for filing a document
expires at 5:00 p.m., eastern time, on the last day on which such filing
may be made.
(3) the protest shall include the following information:
(i) name, address, and fax and telephone numbers of the protester or
its representative;
(ii) solicitation or contract number;
(iii) detailed statement of the legal and factual grounds for the protest,
to include a description of resulting alleged prejudice to the
protester;
(iv) copies of relevant documents;
(v) request for a ruling by the judiciary;
(vi) statement as to the form of relief requested;
(vii) all information establishing that the protester is an interested party

for the purpose of filing a protest; and
(viii) all information establishing the timeliness of the protest.
(c) Unless stated otherwise elsewhere in this solicitation, protests that are filed
directly with the judiciary, and copies of any protests that are filed with an
external forum, shall be served on the contracting officer at the Issuing Office
address on the standard form, if any, or as provided elsewhere in this solicitation.
Written and dated acknowledgment of receipt must be obtained from the
Contracting Officer issuing this solicitation, or authorized designee.
(d) The copy of any protest shall be received in the office designated above within
one day of filing a protest with an external forum.
(end)
Clause 3-215, Exemption from Application of the Service Contract Act to

Contracts for Maintenance, Calibration, or Repair of Certain Equipment
Requirements
Include the following clause as prescribed in 325.25.80(f) (Required Clauses and

Provisions).

Maintenance, Calibration, or Repair of Certain Equipment Requirements
(APR 2011)
(a) The items of equipment to be serviced under this contract are used regularly for
other than government purposes, and are sold or traded by the contractor in
substantial quantities to the general public in the course of normal business
operations.
(b) The services shall be furnished at prices which are, or are based on, established
catalog or market prices for the maintenance, calibration, or repair of equipment.
(1) An established catalog price is a price included in a catalog, price list,

schedule, or other form that is regularly maintained by the manufacturer or
the contractor, is either published or otherwise available for inspection by
customers, and states prices at which sales currently, or were last, made
to a significant number of buyers constituting the general public.
(2) An established market price is a current price, established in the usual

course of trade between buyers and sellers free to bargain, which can be
substantiated from sources independent of the manufacturer or contractor.
(c) The contractor shall use the same compensation (wage and fringe benefits) plan
for all service employees performing work under the contract as is used for these
employees and for equivalent employees servicing the same equipment of
commercial customers.
(d) The contractor is responsible for compliance with all the conditions of this
exemption by its subcontractors. The contractor shall determine the applicability
of this exemption to any subcontract on or before subcontract award. In making a
judgment that the exemption applies, the contractor shall consider all factors and
make an affirmative determination that all of the conditions in paragraphs (a)
through (c) of this clause will be met.
(e) If the Department of Labor determines that any conditions for exemption in
paragraphs (a) through (c) of this clause have not been met, the exemption shall
be deemed inapplicable, and the contract shall become subject to the Service
Contract Act. In such case, the procedures at 29 CFR 4.123(e)(1)(iv) and
29 CFR 4.5(c) will be followed.
(f) The contractor shall include the substance of this clause, including this
paragraph (f), in subcontracts for exempt services under this contract.
(end)
Provision 3-220, Exemption from Application of the Service Contract Act to

Contracts for Certain Services Certification
Include the following provision as prescribed in 325.25.80(g) (Required Clauses and

Provisions).

Certain Services Certification (APR 2011)
(a) The offeror shall check following certification:
CERTIFICATION
The offeror [ ] does [ ] does not certify that
(1) The services under the contract are offered and sold regularly to non-
Governmental customers, and are provided by the offeror (or
subcontractor in the case of an exempt subcontract) to the general public
in substantial quantities in the course of normal business operations;
(2) The contract services are furnished at prices that are, or are based on,
established catalog or market prices. An established catalog price is a
price included in a catalog, price list, schedule, or other form that is
regularly maintained by the manufacturer or the offeror, is either published
or otherwise available for inspection by customers, and states prices at
which sales currently, or were last, made to a significant number of buyers
constituting the general public. An established market price is a current
price, established in the usual course of ordinary and usual trade between
buyers and sellers free to bargain, which can be substantiated from
sources independent of the manufacturer or offeror;
(3) Each service employee who will perform the services under the contract
will spend only a small portion of his or her time (a monthly average of
less than 20 percent of the available hours on an annualized basis, or less
than 20 percent of available hours during the contract period if the contract
period is less than a month) servicing the Government contract; and
(4) The offeror uses the same compensation (wage and fringe benefits) plan
for all service employees performing work under the contract as the offeror
uses for these employees and for equivalent employees servicing
commercial customers.
(b) Certification by the offeror as to its compliance with respect to the contract also
constitutes its certification as to compliance by its subcontractor if it subcontracts
out the exempt services. If the offeror certifies to the conditions in paragraph (a)
of this provision then Clause 3-160, Service Contract Act of 1965, as amended,
will not be included in any resultant contract to this offeror.
(c) If the offeror does not certify to the conditions in paragraph (a) of this provision
(1) Clause 3-225, Exemption from Application of the Service Contract Act to
Contracts for Certain Services Requirements, will not be included in any
resultant contract to this offeror; and
(2) The offeror shall notify the contracting officer as soon as possible if the
contracting officer did not attach a Service Contract Act wage
determination to the solicitation.
(d) The contracting officer may not make an award to the offeror, if the offeror fails to
execute the certification in paragraph (a) of this provision or to contact the
Contracting Officer as required in paragraph (c) of this provision.
(end)
Clause 3-225, Exemption from Application of the Service Contract Act to

Contracts for Certain Services Requirements
Include the following clause as prescribed in 325.25.80(h) (Required Clauses and

Provisions).

Certain Services Requirements (APR 2011)
(a) The services under this contract are offered and sold regularly to non-
Governmental customers, and are provided by the contractor to the general
public in substantial quantities in the course of normal business operations.
(b) The contract services are furnished at prices that are, or are based on,
established catalog or market prices. An established catalog price is a price
included in a catalog, price list, schedule, or other form that is regularly
maintained by the manufacturer or the contractor, is either published or otherwise
available for inspection by customers, and states prices at which sales currently,
or were last, made to a significant number of buyers constituting the general
public. An established market price is a current price, established in the usual
course of ordinary and usual trade between buyers and sellers free to bargain,
which can be substantiated from sources independent of the manufacturer or
contractor.
(c) Each service employee who will perform the services under the contract will
spend only a small portion of his or her time (a monthly average of less than 20
percent of the available hours on an annualized basis, or less than 20 percent of
available hours during the contract period if the contract period is less than a
month) servicing the judiciary contract.
(d) The contractor shall use the same compensation (wage and fringe benefits) plan
for all service employees performing work under the contract as is used for these
employees and for equivalent employees servicing commercial customers.
(e) (1) The subcontractor, if any, for exempt services shall be selected for award
based on other factors in addition to price or cost with the combination of
other factors at least as important as price or cost; or
(2) A subcontract for exempt services shall be awarded on a sole source

basis.
(f) The contractor is responsible for compliance with all the conditions of this
exemption by its subcontractors. The contractor shall determine in advance,
based on the nature of the subcontract requirements and knowledge of the
practices of likely subcontractors, that all or nearly all likely subcontractors will
meet the conditions in paragraphs (a) through (d) of this clause. If the services
are currently being performed under a subcontract, the contractor shall consider
the practices of the existing subcontractor in making a determination regarding
the conditions in paragraphs (a) through (d) of this clause. If the contractor has
reason to doubt the validity of the certification, the requirements of the Service
Contract Act shall be included in the subcontract.
(g) If the Department of Labor determines that any conditions for exemption at
paragraphs (a) through (e) of this clause have not been met, the exemption shall
be deemed inapplicable, and the contract shall become subject to the Service
Contract Act. In such case, the procedures in at 29 CFR 4.123(e)(2)(iii) and 29
CFR 4.5(c) will be followed.
(h) The contractor shall include the substance of this clause, including this
paragraph (h), in subcontracts for exempt services under this contract.
(end)
Clause 3-300, Registration in the System for Award Management (SAM)
Include the following clause as prescribed in 330.10.30(nn)(1) (Provisions and

Clauses).
Registration in the System for Award Management (SAM) (APR 2013)
(a) Definitions. As used in this clause
"System for Award Management (SAM)" means the federal government owned
and operated free website that replaced the Central Contractor Registration
(CCR) and is the primary government repository for contractor information
required for the conduct of business with the government.
"Data Universal Numbering System (DUNS) number" means the 9-digit number
assigned by Dun and Bradstreet, Inc. (D&B) to identify unique business entities.
"Data Universal Numbering System +4 (DUNS+4) number" means the DUNS

number assigned by D&B plus a 4-character suffix that may be assigned by a
business concern. (D&B has no affiliation with this 4-character suffix.) This 4
character suffix may be assigned at the discretion of the business concern to
establish additional SAM records for identifying alternative Electronic Funds
Transfer (EFT) accounts for the same concern.
"Registered in the SAM database" means that
(1) The contractor has entered all mandatory information, including the
DUNS number or the DUNS+4 number, into the SAM database;
and
(2) The government has validated all mandatory data fields, to include
validation of the Taxpayer Identification Number (TIN) with the
Internal Revenue Service (IRS), and has marked the record
"Active". The contractor will be required to provide consent for TIN
validation to the government as a part of the SAM registration
process.
(b) (1) By submission of an offer, the offeror acknowledges the requirement that
a prospective awardee shall be registered in the SAM database prior to
award, during performance, and through final payment of any contract,
basic agreement, basic ordering agreement, or blanket purchasing
agreement resulting from this solicitation.
(2) The offeror shall enter, in the block with its name and address on the
cover page of its offer, the annotation "DUNS" or "DUNS +4" followed by
the DUNS or DUNS +4 number that identifies the offeror's name and
address exactly as stated in the offer. The DUNS number will be used by
the contracting officer to verify that the offeror is registered in the SAM
database.
(c) If the offeror does not have a DUNS number, it should contact Dun and
Bradstreet directly to obtain one.
(1) An offeror may obtain a DUNS number
(i) via the internet at http://fedgov.dnb.com/webform or if the offeror

does not have internet access, it may call Dun and Bradstreet at 1
866-705-5711 if located within the United States; or
(ii) if located outside the United States, by contacting the local Dun and
Bradstreet office. The offeror should indicate that it is an offeror for
a U.S. Government contract when contacting the local Dun and
Bradstreet office.
(2) The offeror should be prepared to provide the following information:
(i) company legal business name;
(ii) tradestyle, doing business, or other name by which your entity is

commonly recognized;
(iii) company physical street address, city, state and ZIP code;
(iv) company mailing address, city, state and ZIP code (if different from
physical);
(v) company telephone number;
(vi) date the company was started;
(vii) number of employees at your location;
(viii) chief executive officer/key manager;
(ix) line of business (industry);
(x) company headquarters name and address (reporting relationship

within your entity).
(d) If the offeror does not become registered in the SAM database within the time
prescribed by the contracting officer, the contracting officer will proceed to award
to the next otherwise successful registered offeror.
(e) Processing time, which normally takes 48 hours, should be taken into
consideration when registering. Offerors who are not registered should consider
applying for registration immediately upon receipt of this solicitation.
(f) The contractor is responsible for the accuracy and completeness of the data
within the SAM database, and for any liability resulting from the government's
reliance on inaccurate or incomplete data. To remain registered in the SAM
database after the initial registration, the contractor is required to review and
update on an annual basis from the date of initial registration or subsequent
updates its information in the SAM database to ensure it is current, accurate and
complete. Updating information in the SAM does not alter the terms and
conditions of this contract and is not a substitute for a properly executed
contractual document.
(g) Change of Name and Novation Agreements:
(1) If a contractor has legally changed its business name, "doing business as"
name, or division name (whichever is shown on the contract), or has
transferred the assets used in performing the contract, but has not
completed the necessary requirements regarding novation and change-of
name agreements, the contractor shall provide the responsible contracting
officer a minimum of one business day's written notification of its intention
to (i) change the name in the SAM database; (ii) comply with the
requirements of the Guide to Judiciary Policy, Vol 14, 745.55; and (iii)
agree in writing to the timeline and procedures specified by the
responsible contracting officer. The contractor must provide with the
notification sufficient documentation to support the legally changed name.
(2) If the contractor fails to comply with the requirements of paragraph (g)(1)
of this clause, or fails to perform the agreement at paragraph (g)(1)(iii) of
this clause, and, in the absence of a properly executed novation or
change-of-name agreement, the SAM information showing the contractor
to be other than the contractor indicated in the contract will be considered
to be incorrect information within the meaning of the "Suspension of
Payment" paragraph of the electronic funds transfer (EFT) clause of this
contract.
(h) Assignment of Claims
The contractor shall not change the name or address for EFT payments or
manual payments, as appropriate, in the SAM record to reflect an assignee for
the purpose of assignment of claims. Assignees shall be separately registered in
the SAM database. Information provided to the contractor's SAM record that
indicates payments, including those made by EFT, to an ultimate recipient other
than the contractor will be considered to be incorrect information within the

meaning of the "Suspension of payment" paragraph of the EFT clause of this
contract.
(i) Offerors and contractors may obtain information on registration and annual
confirmation requirements via the internet at http://www.SAM.gov or by calling 1
866-606-8220 or at http://www.FSD.gov.
(end)
Clause 3-305, Payment by Electronic Funds Transfer System for Award

Management (SAM) Registration

Clauses).
Payment by Electronic Funds Transfer System for Award Management

(SAM) Registration (APR 2013)
(a) Method of Payment
(1) All payments by the judiciary under this contract shall be made by
electronic funds transfer (EFT), except as provided in paragraph (a)(2) of
this clause.
(2) In the event the judiciary is unable to release one or more payments by
EFT, the contractor agrees to either:
(i) Accept payment by check or some other mutually agreeable

method of payment; or
(ii) Request the judiciary to extend the payment due date until such
time as the judiciary can make payment by EFT (but see paragraph
(d) of this clause).
(b) Contractor's EFT Information
The judiciary shall make payment to the contractor using the EFT information
contained in the System for Award Management (SAM) database. In the event
that the EFT information changes, the contractor shall be responsible for
providing the updated information to the SAM database.
(c) Mechanisms for EFT Payment
The judiciary will make payment by EFT through the Automated Clearing House
(ACH) network, subject to the rules of the National Automated Clearing House
Association. The rules governing Federal payments through the ACH are
contained in 31 CFR part 210.
(d) Suspension of Payment
If the contractor's EFT information in the SAM database is incorrect, then the
judiciary need not make payment to the contractor under this contract until
correct EFT information is entered into the SAM database; and any invoice shall
be deemed not to be a proper invoice.
(e) Liability for Uncompleted or Erroneous Transfers
(1) If an uncompleted or erroneous transfer occurs because the judiciary used

the contractor's EFT information incorrectly, the judiciary remains
responsible for
(i) Making a correct payment; and
(ii) Recovering any erroneously directed funds.
(2) If an uncompleted or erroneous transfer occurs because the contractor's

EFT information was incorrect, or was revised within 30 days of judiciary
release of the EFT payment transaction instruction to the Federal Reserve
System, and:
(i) If the funds are no longer under the control of the payment office,
the judiciary is deemed to have made payment and the contractor
is responsible for recovery of any erroneously directed funds; or
(ii) If the funds remain under the control of the payment office, the
judiciary shall not make payment, and the provisions of paragraph
(d) of this clause shall apply.
(f) EFT and Assignment of Claims
If the contractor assigns the proceeds of this contract as provided for in the
assignment of claims terms of this contract, the contractor shall require as a
condition of any such assignment, that the assignee shall register separately in
the SAM database and shall be paid by EFT in accordance with the terms of this
clause. Notwithstanding any other requirement of this contract, payment to an
ultimate recipient other than the contractor, or a financial institution properly

recognized under a proper assignment of claims, is not permitted. In all
respects, the requirements of this clause shall apply to the assignee as if it were
the contractor. EFT information that shows the ultimate recipient of the transfer
to be other than the contractor, in the absence of a proper assignment of claims
acceptable to the judiciary, is incorrect EFT information within the meaning of
paragraph (d) of this clause.
(g) Liability for Change of EFT Information by Financial Agent
The judiciary is not liable for errors resulting from changes to EFT information
made by the contractor's financial agent.
(h) Payment Information
The judiciary will not provide EFT payment information. Payment information
may be obtained by registering as a payee vendor with the United States
Department of the Treasury at https://www.ipp.gov/. Registered vendors may
retrieve and/or review check stub advice each time an EFT payment is received.
If the judiciary makes payment by check in accordance with paragraph (a) of this
clause, the judiciary shall mail the check and any other payment information to
the remittance address contained in the SAM database.
(end)
Clause 3-310, Payment by Electronic Funds Transfer Other Than System for
Award Management (SAM) Registration

Clauses).
Payment by Electronic Funds Transfer Other Than System for Award

Management (SAM) Registration (APR 2013)
(a) Method of Payment
(1) All payments by the judiciary under this contract shall be made by
electronic funds transfer (EFT) except as provided in paragraph (a)(2) of
this clause.
(2) In the event the judiciary is unable to release one or more payments by
EFT, the contractor agrees to either:
(i) Accept payment by check or some other mutually agreeable

method of payment; or
(ii) Request the judiciary to extend payment due dates until such time
as the judiciary makes payment by EFT (but see paragraph (d) of
this clause).
(b) Mandatory Submission of Contractor's EFT Information
(1) The contractor is required to provide the judiciary with the information
required to make payment by EFT (see paragraph (i) of this clause). The
contractor shall provide this information directly to the office designated in
paragraph (j) of this clause by no later than 15 days prior to submission of
the first request for payment. In the event that the EFT information
changes, the contractor shall be responsible for providing the updated
information to the same office.
(2) If the contractor provides EFT information applicable to multiple contracts,

the contractor shall specifically state the applicability of this EFT
information in terms acceptable to the office designated in paragraph (j).
(c) Mechanisms for EFT Payment
The judiciary will make payment by EFT through the Automated Clearing House
(ACH) network, subject to the rules of the National Automated Clearing House
Association. The rules governing Federal payments through the ACH are
contained in 31 CFR part 210.
(d) Suspension of Payment
(1) The judiciary is not required to make any payment under this contract until
after receipt, by the office designated in paragraph (j), of the correct EFT
payment information from the contractor. Until receipt of the correct EFT
information, any invoice or contract financing request shall be deemed not
to be a proper invoice.
(2) If the EFT information changes after submission of correct EFT

information, the judiciary shall begin using the changed EFT information
no later than 30 days after its receipt by the office designated in paragraph
(j) to the extent payment is made by EFT. However, the contractor may
request that no further payments be made until the updated EFT
information is implemented by the payment office.
(e) Liability for Uncompleted or Erroneous Transfers
(1) If an uncompleted or erroneous transfer occurs because the judiciary used

the contractor's EFT information incorrectly, the judiciary remains
responsible for:
(i) Making a correct payment; and
(ii) Recovering any erroneously directed funds.
(2) If an uncompleted or erroneous transfer occurs because the contractor's

EFT information was incorrect, or was revised within 30 days of judiciary
release of the EFT payment transaction instruction to the Federal Reserve
System, and:
(i) If the funds are no longer under the control of the payment office,
the judiciary is deemed to have made payment and the contractor
is responsible for recovery of any erroneously directed funds; or
(ii) If the funds remain under the control of the payment office, the
judiciary shall not make payment and the provisions of paragraph
(d) shall apply.
(f) EFT and Assignment of Claims
If the contractor assigns the proceeds of this contract as provided for in the
assignment of claims terms of this contract, the contractor shall require as a
condition of any such assignment, that the assignee shall provide the EFT
information required by paragraph (i) of this clause to the office designated in
paragraph (j), and shall be paid by EFT in accordance with the terms of this
clause. In all respects, the requirements of this clause shall apply to the
assignee as if it were the contractor. EFT information that shows the ultimate
recipient of the transfer to be other than the contractor, in the absence of a
proper assignment of claims acceptable to the judiciary, is incorrect EFT
information within the meaning of paragraph (d) of this clause.
(g) Liability for Change of EFT Information by Financial Agent
The judiciary is not liable for errors resulting from changes to EFT information
provided by the contractor's financial agent.
(h) Payment Information
The judiciary will not provide EFT payment information. EFT payment
information may be obtained by registering as a payee vendor with the United
States Department of the Treasury at https://www.ipp.gov/. Registered vendors
may retrieve and/or review check stub advice each time an EFT payment is
received.
If the judiciary makes payment by check in accordance with paragraph (a) of this
clause, the judiciary shall mail the check and any other payment information to
the remittance address provided in accordance with paragraph (i) of this clause.
(i) EFT Information
The contractor shall provide the following information to the office designated in
paragraph (j) of this clause. The contractor may supply this data for this or
multiple contracts (see paragraph (b) of this clause). The contractor shall
designate a single financial agent per contract capable of receiving and
processing the EFT information using the EFT methods described in paragraph
(c) of this clause.
(1) The contract number (or other procurement identification number).
(2) The contractor's name and remittance address, as stated in the

contract(s).
(3) The signature (manual or electronic, as appropriate), title, and telephone

number of the contract official authorized to provide this information.
(4) The name, address, and 9-digit Routing Transit Number of the contractor's
financial agent.
(5) The contractor's bank account number and the type of account (checking,
saving, or lockbox).
(j) Designated Office:
[insert name, address, phone, and fax for courts paying office]
(end)
Provision 3-315, Submission of Electronic Funds Information with Offer
Include the following provision as prescribed in 330.10.30(nn)(4) (Provisions and

Clauses).
Submission of Electronic Funds Information with Offer (APR 2013)
The offeror shall provide, with its offer, the following information that is required
to make payment by electronic funds transfer (EFT) under any contract that
results from this solicitation. This submission satisfies the requirement to provide
EFT information under paragraphs (b)(1) and (i) of Clause 3-310, Payment by
Electronic Funds Transfer Other Than System for Award Management (SAM)
Registration.
(1) The solicitation number (or other procurement identification number).
(2) The offeror's name and remittance address, as stated in the offer.
(3) The signature (manual or electronic, as appropriate), title, and telephone

number of the offeror's official authorized to provide this information.
(4) The name, address, and 9-digit Routing Transit Number of the offeror's
financial agent.
(5) The offeror's account number and the type of account (checking, savings,
or lockbox).
(end)
Provision 4-1, Type of Contract
Include the following provision as prescribed in 410.15.20 (Solicitation Requirements).
Type of Contract (JAN 2003)
The judiciary plans to award a ________________________ (Contracting officer

inserts specific type of contract) type of contract under this solicitation, and all
offers shall be submitted on this basis. Alternate offers based on other contract
types will not be considered.
(end)
Clause 4-5, Ordering
Ordering (APR 2013)
(a) Any products and services to be furnished under this contract will be ordered by
issuance of written delivery orders or task orders by the individuals or activities
designated in the contract. Such orders may be issued from the effective date of
the contract through the last day of the contract.
(b) All delivery orders or task orders are subject to the terms and conditions of this
contract and will specify the date, time and place for the products to be delivered
or the services to be performed. If the contracting officer so requires, the
contractor shall provide a written or oral acknowledgment. In the event of a
conflict between a delivery order or a task order and this contract, this contract
will control.
(c) If mailed, a delivery order or a task order is considered issued when the
judiciary deposits the order in the mail. Orders may be issued orally, by
facsimile, or by electronic commerce methods only if authorized in the contract.
(end)
Clause 4-10, Order Limitations

Order Limitations (JUN 2014)
(a) Minimum Order
When the judiciary requires products or services covered by this contract in an

amount less than ________ (contracting officer insert minimum dollar amount or
quantity), the judiciary is not obligated to purchase, nor is the contractor obligated
to furnish, those products or services under this contract.
(b) Maximum Order
The contractor is not obligated to honor:
(1) any order for a single item in excess of ________ (contracting officer
insert maximum dollar amount or quantity);
(2) any order for a combination of items in excess of ________ (contracting

officer insert maximum dollar amount or quantity); or
(3) a series of orders from the same ordering office in the course of _____
days (contracting officer specify) that together call for quantities exceeding
the limitations stated in subparagraph (b)(1) or (b )(2) above.
(c) If this is a requirements contract, (i.e. includes Clause 4-20, Requirements) the
judiciary is not required to order a part of any one requirement from the
contractor if that requirement exceeds the maximum-order limitations stated in
paragraph (b) above.
(d) Notwithstanding paragraphs (b) and (c) of this clause, the contractor shall honor
any order exceeding the maximum order limitations in paragraph (b), unless that
order (or orders) is returned to the ordering office within _____ days (contracting
officer specify) after issuance, with written notice stating the contractors intent
not to ship the item (or items) called for and the reasons. Upon receiving this
notice, the judiciary may acquire the products or services from another source.
(end)
Clause 4-20, Requirements
Include the following clause as prescribed in 410.30.75(c) (Clauses).

Requirements (APR 2013)
(a) This is an indefinite-delivery requirements contract for the products or services

specified, and effective for the period stated in the contract. The quantities of
products or services specified in the contract are estimates only and are not
purchased by this contract. Except as this contract may otherwise provide, if the
judiciary's requirements do not result in orders in the quantities described as
estimated or maximum in the contract, that fact will not constitute the basis for
an equitable price adjustment.
(b) Delivery or performance shall be made only as authorized by orders issued in

accordance with the Ordering clause. Subject to any limitations in the Order
Limitations clause or elsewhere in this contract, the contractor shall furnish to the
judiciary all products or services specified in the contract and called for by orders
issued in accordance with the Ordering clause.
(c) Except as this contract otherwise provides, the judiciary will order from the
contractor all the products or services specified in the contract that are required
to be purchased by the activity or activities specified in the contract.
(d) The judiciary is not required to purchase from the contractor requirements in
excess of any limit on total orders under this contract.
(e) If the judiciary urgently requires delivery or performance of any quantity of an

item before the earliest date that delivery may be specified under this contract,
and if the contractor will not accept an order providing for the accelerated
delivery, the judiciary may acquire the urgently required products or services
from another source. In the event that the contractor accepts such an order for
accelerated delivery, such accelerated delivery shall not constitute the basis for
an equitable price adjustment.
(f) Any order issued during the effective period of this contract and not completed
within that period shall be completed by the contractor within the time specified in
the order. The contract will govern the contractors and judiciarys rights and
obligations with respect to that order to the same extent as if the order were
completed during the contracts effective period.
(end)
Clause 4-25, Indefinite Quantity
Include the following clause as prescribed in 410.30.75(d) (Clauses).
Indefinite Quantity (APR 2013)
(a) This is an indefinite-delivery indefinite-quantity contract for the products or

services specified, and effective for the period stated, in the contract. The
quantities of products and services specified in the contract are estimates only
and are not purchased by this contract.
(b) Delivery or performance shall be made only as authorized by orders issued in

accordance with the Ordering clause. The contractor shall furnish to the
judiciary, when and if ordered, the products or services specified in the contract
up to and including the quantity designated as the maximum. The judiciary will
order at least the quantity of products or services designated as the minimum.
(c) Except for any limitations on quantities in the Order Limitations clause or
elsewhere in the contract, there is no limit on the number of orders that may be
issued.
(d) Any order issued during the effective period of this contract and not completed
within that period shall be completed by the contractor within the time specified in
the order. The contract will govern the contractors and judiciarys rights and
obligations with respect to that order to the same extent as if the order were
completed during contracts effective period.
(end)
Provision 4-27, Time-and-Materials/Labor-Hour Proposal Requirements

Competitive Pricing
Include the following provision as prescribed in 410.45.50(a) (Provisions and Clauses

- Labor-Hour and Time-and-Materials Contracts).
Time-and-Materials/Labor-Hour Proposal Requirement Competitive

Pricing (APR 2011)
(a) The judiciary contemplates award of a time-and-materials or labor-hour type of

contract resulting from this solicitation.
(b) The offeror must specify fixed hourly rates in its offer that include wages, general
and administrative expenses, and profit. The offeror must specify whether the
fixed hourly rate for each labor category applies to labor performed by
(1) The offeror;

(2) Subcontractors; and/or
(3) Divisions, subsidiaries, or affiliates of the offeror under a common control;
(c) The offeror must establish fixed hourly rates using
(1) Separate rates for each category of labor to be performed by each

subcontractor and for each category of labor to be performed by the
offeror, and for each category of labor to be transferred between divisions,
subsidiaries, or affiliates of the offeror under a common control;
(2) Blended rates for each category of labor to be performed by the offeror,
including labor transferred between divisions, subsidiaries, or affiliates of
the offeror under a common control, and all subcontractors; or
(3) Any combination of separate and blended rates for each category of labor
to be performed by the offeror, affiliates of the offeror under a common
control, and subcontractors.
(end)
Provision 4-28, Time-and-Materials/Labor-Hour Proposal Requirements Non-

Competitive Pricing
Include the following provision as prescribed in 410.45.50(b) (Provisions and Clauses

- Labor-Hour and Time-and-Materials Contracts)
Time-and-Materials/Labor-Hour Proposal Requirement Non-Competitive

Pricing (APR 2011)
(a) The judiciary contemplates award of a time-and-materials or labor-hour type of

contract resulting from this solicitation.
(b) The offeror must specify fixed hourly rates in its offer that include wages, general
and administrative expenses, and profit for each category of labor to be
performed by
(1) The offeror;

(2) Each subcontractor; and
(3) Each division, subsidiary, or affiliate of the offeror under a common
control;
(c) The fixed hourly rates for services transferred between divisions, subsidiaries, or
affiliates of the offeror under a common control shall not include profit for the
transferring organization, but may include profit for the prime contractor.
(end)
Clause 4-30, Payment (Time-and-Materials and Labor-Hour Contracts)
Include the following clause as prescribed in 410.45.50(c) (Provisions and Clauses -

Labor-Hour and Time-and-Materials Contracts).
Payment (Time-and-Materials and Labor-Hour Contracts) (APR 2011)
(a) The judiciary will pay the contractor as follows upon submission of invoices or
vouchers approved in writing by the contracting officer or the contracting officers
authorized representative:
(1) Hourly Rate
(i) Hourly rate means the rate(s) prescribed in the contract for
payment for labor that meets the labor category qualifications of a
labor category specified in the contract that are
Performed by the contractor;

Performed by subcontractors; or
Transferred between divisions, subsidiaries, or affiliates of
the contractor under a common control.
(ii) The amounts will be computed by multiplying the appropriate hourly

rates prescribed in the contract by the number of direct labor hours
performed.
(iii) The hourly rates shall be paid for all labor performed on the
contract that meets the labor qualifications specified in the contract.
Labor hours incurred to perform tasks for which labor qualifications
were specified in the contract will not be paid to the extent the work
is performed by employees that do not meet the qualifications
specified in the contract, unless specifically authorized by the
(iv) The hourly rates will include wages, indirect costs, general and
administrative expense, and profit. Fractional parts of an hour will
be payable on a prorated basis.
(v) Vouchers may be submitted once each month (or at more frequent
intervals if approved in writing by the contracting officer). The
contractor will substantiate vouchers (including any subcontractor
hours reimbursed at the hourly rate in the contract) by evidence of
actual payment and by
(A) individual daily job timekeeping records;
(B) records that verify the employees meet the qualifications for
the labor categories specified in the contract; or
(C) other substantiation approved in writing by the contracting

officer.
(vi) Promptly after receipt of each substantiated voucher, the judiciary

will, except as otherwise provided in this contract, and subject to
the terms of paragraph (e) of this section, pay the voucher as
approved by the contracting officer or authorized representative.
(vii) Unless otherwise prescribed in the contract, the contracting officer

may unilaterally issue a contract modification requiring the
contractor to withhold amounts from its billings until a reserve is set
aside in an amount that the contracting officer considers necessary
to protect the judiciarys interests. The contracting officer may
require a withhold of five percent of the amounts due under
paragraph (a) of this clause, but the total amount withheld for the
contract may not exceed $50,000. The amounts withheld will be
retained until the contractor executes and delivers the release
required by paragraph (g) of this clause.
(viii) Unless the contract prescribes otherwise, the hourly rates in the
contract will not be varied by virtue of the contractor having
performed work on an overtime basis. If no overtime rates are
provided in the contract and overtime work is approved in writing in
advance by the contracting officer, overtime rates may be
negotiated. Failure to agree upon these overtime rates will be
treated as a dispute under the Disputes clause of this contract. If
the contract provides rates for overtime, the premium portion of
those rates will be reimbursable only to the extent the overtime has
been approved in writing in advance by the contracting officer.
(b) Materials
(1) For the purposes of this clause

(i) Direct materials means those materials that enter directly into the
end product, or that are used or consumed directly in connection
with the furnishing of the end product or service.
(ii) Materials means
(A) Direct materials, including supplies transferred between

divisions, subsidiaries, or affiliates of the contractor under a
common control;
(B) Subcontracts for supplies and incidental services for which

there is not a labor category specified in the contract;
(C) Other direct costs (e.g., incidental services for which there is
not a labor category specified in the contract, travel,
computer usage charges, etc.); and
(D) Applicable indirect costs.
(2) If the contractor furnishes its own materials that meet the definition of
commercial item in the Guide to Judiciary Policys Glossary of
Procurement Terms, the price to be paid for such materials must not
exceed the contractors established catalog or market price, adjusted to
reflect the quantities being acquired; and actual cost of any modifications
necessary because of contract requirements.
(3) Except as provided for in paragraph (b)(2) of this clause, the judiciary will
reimburse the contractor for allowable cost of materials provided the
contractor
(i) has made payments for materials in accordance with the terms and
conditions of the agreement or invoice; or
(ii) ordinarily makes these payments within 30 days of the submission

of the contractors payment request to the judiciary and such
payment is in accordance with the terms and conditions of the
agreement or invoice.
(4) Payment for materials is subject to Clause 4-60, Allowable Cost and
Payment.
(5) The contractor may include allocable indirect costs and other direct costs
to the extent they are
(i) comprised only of costs that are clearly excluded from the hourly
rate;
(ii) allocated in accordance with the contractors written or established

accounting practices; and
(iii) indirect costs are not applied to subcontract that are paid at the
hourly rates.
(6) To the extent practicable, the contractor shall
(i) obtain materials at the most advantageous prices available, with

due regard to securing prompt delivery of satisfactory materials;
and
(ii) take all cash and trade discounts, rebates, allowances, credits,
salvage, commissions, and other benefits. When unable to take
advantage of the benefits, the contractor shall promptly notify the
contracting officer and give the reasons. The contractor shall give
credit to the judiciary for cash and trade discounts, rebates, scrap,
commissions, and other amounts that have accrued to the benefit
of the contractor, or would have accrued except for the fault or
neglect of the contractor. The contractor shall not deduct from
gross costs the benefits lost without fault or neglect on the part of
the contractor or lost through fault of the judiciary.
(7) The judiciary will not pay profit or fee to the prime contractor on materials,
except when reimbursing for commercial items under paragraph (b)(2)
above.
(c) If the contractor enters into any subcontract that requires consent under Clause
7-75, Subcontracts, without obtaining such consent, the judiciary is not required
to reimburse the contractor for any costs incurred under the subcontract prior to
the date the contractor obtains the required consent. Any reimbursement of
subcontract costs incurred prior to the date the consent was obtained shall be at
the sole discretion of the judiciary.
(d) Total Cost
It is estimated that the total cost to the judiciary for the performance of this
contract shall not exceed the ceiling price set forth in the contract, and the
contractor agrees to use its best efforts to perform the work specified in the
contract and all obligations under this contract within such ceiling price. If at any
time the contractor has reason to believe that the hourly rate payments and
material costs that will accrue in performing the contract in the next succeeding
30 days, if added to all other payments and costs previously accrued, will exceed
85 percent of the ceiling price in the contract, the contractor shall notify the
contracting officer, giving a revised estimate of the total price to the judiciary for
performing this contract with supporting reasons and documentation. If at any
time during the performance of this contract, the contractor has reason to believe
that the total price to the judiciary for the performance of this contract will be
substantially greater or less than the then stated ceiling price, the contractor shall
so notify the contracting officer, giving a revised estimate of the total price for
performing this contract, with supporting reasons and documentation. If at any
time during the performance of this contract, the judiciary has reason to believe
that the work to be required in performing this contract will be substantially
greater or less than the stated ceiling price, the contracting officer will advise the
contractor, giving the then revised estimate of the total amount of effort to be
required under the contract.
(e) Ceiling Price
The judiciary will not be obligated to pay the contractor any amount in excess of
the ceiling price in the contract, and the contractor shall not be obligated to
continue performance if to do so would exceed the ceiling price set forth in the
contract, unless and until the contracting officer notifies the contractor in writing
that the ceiling price has been increased and specifies in the notice a revised
ceiling that shall constitute the ceiling price for performance under this contract.
When and to the extent that the ceiling price set forth in the contract has been
increased, any hours expended and material costs incurred by the contractor in
excess of the ceiling price before the increase will be allowable to the same
extent as if the hours expended and material costs had been incurred after the
increase in the ceiling price.
(f) Audit
At any time before final payment under this contract, the contracting officer may
request audit of the invoices or vouchers and supporting documentation. Each
payment previously made will be subject to reduction to the extent of amounts,
on preceding invoices or vouchers, that are found by the contracting officer or
authorized representative not to have been properly payable and will also be
subject to reduction for overpayments or to increase for underpayments. Upon
receipt and written approval of the voucher or invoice designated by the
contractor as the completion voucher or completion invoice and supporting
documentation, and upon compliance by the contractor with all terms of this
contract (including, without limitation, terms related to patents and the terms of
paragraph (g) of this clause), the judiciary will promptly pay any balance due the
contractor. The completion invoice or voucher, and supporting documentation,
shall be submitted by the contractor as promptly as practicable following

completion of the work under this contract, but in no event later than one year (or
such longer period as the contracting officer may approve in writing) from the
date of completion.
(g) Assignment and Release of Claims
The contractor, and each assignee under an assignment entered into under this
contract and in effect at the time of final payment under this contract, shall
execute and deliver, at the time of and as a condition precedent to final payment
under this contract, a release discharging the judiciary, its officers, agents, and
employees of and from all liabilities, obligations, and claims arising out of or
under this contract, subject only to the following exceptions:
(1) specified claims in stated amounts, or in estimated amounts if the

amounts are not susceptible of exact statement by the contractor;
(2) claims, together with reasonable incidental expenses, based upon the
liabilities of the contractor to third parties arising out of performing this
contract, that are not known to the contractor on the date of the execution
of the release, and of which the contractor gives notice in writing to the
contracting officer not more than 6 years after the date of the release or
the date of any notice to the contractor that the judiciary is prepared to
make final payment, whichever is earlier; or
(3) claims for reimbursement of costs (other than expenses of the contractor
by reason of its indemnification of the judiciary against patent liability),
including reasonable incidental expenses, incurred by the contractor under
the terms of this contract relating to patents.
(end)
Alternate I (APR 2011): In accordance with 410.45.50(c) (Provisions and Clauses -

Labor-Hour and Time-and-Materials Contracts), add the following paragraph (h) to the
basic clause.
(h) The terms of this clause that govern reimbursement for materials furnished are
considered to be deleted.
Clause 4-35, Execution and Commencement of Work (Letter Contract)

Execution and Commencement of Work (Letter Contract) (JAN 2003)
The contractor shall indicate acceptance of this letter contract by signing three
copies of the contract and returning them to the contracting officer not later than
__________ (contracting officer inserts date). Upon acceptance by both parties,
the contractor shall proceed with performance of the work, including purchase of
necessary materials.
(end)
Clause 4-40, Limitation of Judiciary Liability (Letter Contract)
Limitation of Judiciary Liability (Letter Contract) (JAN 2003)
(a) In performing this contract, the contractor is not authorized to make expenditures
or to incur obligations exceeding $ _______________ (contracting officer inserts
limit).
(b) The maximum amount for which the judiciary will be liable if this contract is
terminated is $ ___________________(contracting officer inserts maximum
liability).
(end)
Clause 4-45, Contract Definitization
Contract Definitization (JAN 2003)
(a) A ________________ (contracting officer inserts type of contract) definitive

contract is contemplated. The contractor agrees to begin promptly negotiating
with the contracting officer the terms of a definitive contract that will include:
(1) all judiciary clauses required on the date of execution of the letter contract;
(2) all clauses required by law on the date of execution of the definitive
contract; and
(3) any other mutually agreeable clauses, terms, and conditions. The
contractor agrees to submit a __________(insert specific type of offer;
e.g., fixed-price or cost-and-fee) offer and detailed cost information

supporting its offer.
(b) The schedule for definitizing this contract is (insert target date for definitization of
the contract and dates for submission of offer, beginning of negotiations, and, if
appropriate, submission of make-or-buy and subcontracting plans and detailed
cost information):
(1) Definitization target date: __________________________
(2) Offer submission date: __________________________
(3) Beginning of negotiations date: ______________________
(4) Other appropriate dates: ____________________________
(c) If agreement on a definitive contract to supersede this letter contract is not

reached by the target date in paragraph (b) of this section, or within any
extension of it granted by the contracting officer, the contracting officer may, with
the prior written approval of the judiciary Procurement Executive, determine a
reasonable price or fee, subject to contractor appeal as provided in the Disputes
clause. In any event, the contractor shall proceed with completion of the
contract, subject only to the Limitation of Judiciary Liability clause.
(1) After the contracting officer's determination of price or fee, the contract will
be governed by:
(i) all judiciary required clauses on the date of execution of this letter
contract for either fixed-price or cost-reimbursement contracts as
determined by the contracting officer under this paragraph (c);
(ii) all clauses required by law as of the date of the contracting officer's
determination; and
(iii) any other clauses, terms, and conditions mutually agreed upon.
(2) To the extent consistent with paragraph (c)(1) of this section, all clauses,
terms, and conditions included in this letter contract will continue in effect,
except those that by their nature apply only to a letter contract.
(d) The definitive contract resulting from this letter contract will include a negotiated
___________(contracting officer inserts firm fixed price or total estimated
reimbursable cost) in no event to exceed $________________(contracting

officer inserts the proposed amount upon which the award was based).
(end)
Clause 4-50, Payment of Allowable Costs before Definitization
Payment of Allowable Costs before Definitization (JAN 2003)
(a) Reimbursement Rate
Pending the placing of the definitized contract referred to in this letter contract,
the judiciary will promptly reimburse the contractor for all allowable costs under
the contract at the following rates:
(1) 100 percent of written approved costs representing financing payments to

subcontractors under fixed-price subcontracts, provided that the judiciarys
payments to the contractor will not exceed 80 percent of the allowable
costs of those subcontracts;
(2) 100 percent of written approved costs representing cost-reimbursement

subcontracts, provided, that the judiciarys payments to the contractor will
not exceed 85 percent of the allowable costs of those subcontracts;
(3) 85 percent of all other written approved costs.
(b) Limitation of Reimbursement
To determine the amounts payable to the contractor under this letter contract, the
contracting officer will determine allowable costs. The total reimbursement made
under this paragraph will not exceed 85 percent of the maximum amount of the
judiciarys liability, as stated in this contract.
(c) Invoicing
Payments will be made promptly to the contractor when requested as work

progresses, but not more often than once each month (or more often if approved
in writing by the contracting officer). The contractor may submit to an authorized
representative of the contracting officer, in such form and reasonable detail as
the representative may require, an invoice or voucher supported by a statement
of the claimed allowable costs incurred by the contractor in performance of this
contract.
(d) Allowable Costs
For the purpose of determining allowable costs, the term costs includes:
(1) those recorded costs that result, at the time of the request for
reimbursement, from payment by cash, check, or other form of actual
payment for products or services purchased directly for the contract;
(2) when the contractor is not delinquent in payment of costs of contract

performance in the ordinary course of business, costs incurred, but not
necessarily paid for:
(i) products and services purchased directly for the contract, provided
payments will be made:
(A) in accordance with the terms and conditions of a subcontract

or invoice; and
(B) ordinarily prior to the submission of the contractors next

payment request to the judiciary;
(ii) materials issued from the contractor's stores inventory and placed
in the production process for use on the contract;
(iii) direct labor;
(iv) direct travel;
(v) other direct in-house costs; and
(vi) properly allocable and allowable indirect costs, as shown on the

records maintained by the contractor for purposes of obtaining
reimbursement under judiciary contracts; and
(3) the amount of financing payments that the contractor has paid by cash,
check, or other forms of payment to subcontractors.
(e) Audit
At any time before final payment, the contracting officer may have the
contractor's invoices or vouchers and statements of cost audited. Any payment
may be:
(1) reduced by any amounts found by the contracting officer not to constitute
allowable costs; or
(2) adjusted for prior overpayments or under payments made on preceding

invoices or vouchers.
(end)
Clause 4-55, Economic Price Adjustment Standard Products
Include the following clause as prescribed in 410.65.50 (Clauses) and 410.75.65(b)

(Contract Clauses and Provisions). The clause may be modified to increase the 10
percent limit on aggregate increases in paragraph (c)(1), upon written approval by the
Procurement Executive, PMD.
Economic Price Adjustment Standard Products (APR 2013)
(a) The contractor warrants that the unit price stated in the contract for _________
[offeror inserts contract line item number (CLIN)] is not in excess of the
contractor's applicable established price in effect on the contract date for like
quantities of the same item. The term "unit price" excludes any part of the price
directly resulting from requirements for preservation, packaging, or packing
beyond standard commercial practice. The term "established price" means a
price that:
(1) is an established catalog or market price for a commercial item sold in

substantial quantities to the general public; and
(2) is the net price after applying any standard trade discounts offered by the
contractor.
(b) The contractor shall promptly notify the contracting officer of the amount and
effective date of each decrease in any applicable established price. Each
corresponding contract unit price will be decreased by the same percentage that
the established price is decreased. The decrease will apply to those items
delivered on and after the effective date of the decrease in the contractor's
established price, and this contract will modified accordingly.
(c) If the contractor's applicable established price is increased after the contract
date, the corresponding contract unit price will be increased, upon the
contractor's written request to the contracting officer, by the same percentage
that the established price is increased, and the contract will be modified
accordingly, subject to the following limitations:
(1) the aggregate of the increases in any contract unit price under this clause
will not exceed 10 percent of the original contract unit price;
(2) the increased contract unit price will be effective:
(i) on the effective date of the increase in the applicable established

price if the contracting officer receives the contractor's written
request within 10 days thereafter; or
(ii) if the written request is received later, on the date the contracting
officer receives the request;
(3) the increased contract unit price will not apply to quantities scheduled
under the contract for delivery before the effective date of the increased
contract unit price, unless failure to deliver before that date results from
causes beyond the control and without the fault or negligence of the
contractor, within the meaning of the Default clause.
(4) no modification increasing a contract unit price will be executed under this
paragraph (c) until the contracting officer verifies the increase in the
applicable established price;
(5) within 30 days after receipt of the contractor's written request, the
contracting officer may cancel, without liability to either party, any
undelivered portion of the contract items affected by the requested
increase.
(d) During the time allowed for the cancellation provided for in paragraph (c)(5) of
this clause, and thereafter if there is no cancellation, the contractor shall continue
deliveries according to the contract delivery schedule, and the judiciary will pay
for such deliveries at the contract unit price, increased to the extent provided by
paragraph (c) of this clause.
(end)
Clause 4-60, Allowable Cost and Payment
Include the following clause as prescribed in 410.70.80(a) (Cost Contract Clauses).
Allowable Cost and Payment (APR 2013)
(a) Invoicing
The judiciary will make payments to the contractor when requested as work
progresses, but not more than monthly, in amounts determined to be allowable
by the contracting officer. The contractor shall submit an invoice or voucher to
the address specified in the contract, supported by a statement of claimed
allowable costs of performing this contract, in such form and detail as the
contracting officer may require.
(b) Reimbursing Costs
(1) For the purpose of reimbursing allowable costs, the term costs includes
only:
(i) those recorded costs that, at the time of the request for
reimbursement, the contractor has paid by cash, check, or other
form of actual payment for items or services purchased directly for
the contract;
(ii) when the contractor is not delinquent in paying costs of contract

performance in the ordinary course of business, costs incurred, but
not necessarily paid, for:
(A) products and services purchased directly for the contract

and associated financing payments to subcontractors,
provided payments will be made:
(1) in accordance with the terms and conditions of a

subcontract or invoice; and
(2) ordinarily prior to the submission of the contractors

next payment request to the judiciary;
(B) materials issued from the contractor's inventory and placed

in the production process for use on the contract;
(C) direct labor;
(D) direct travel;
(E) other direct in-house costs; and
(F) Properly allocable and allowable indirect costs, as shown in

the records maintained by the contractor for purposes of
obtaining reimbursement under judiciary contracts; and
(iii) The amount of progress payments that have been paid by cash,
check, or other forms of payment to subcontractors.
(2) Accrued costs of contractor contributions under employee pension plans

will be excluded until actually paid unless:
(i) the contractors practice is to make contributions to the retirement

fund quarterly or more frequently; and
(ii) the contribution does not remain unpaid 30 days after the end of
the applicable quarter or shorter payment period (any contribution
remaining unpaid will be excluded from the contractors indirect
costs for payment purposes).
(3) Notwithstanding the audit and adjustment of invoices or vouchers under

paragraph (e) of this clause, allowable indirect costs under this contract
will be obtained by applying indirect cost rates established in accordance
with paragraph (c) of this clause.
(4) Any statements in specifications or other documents incorporated by

reference in this contract designating performance of services or
furnishing of materials at the contractor's expense or at no cost to the
judiciary will be disregarded for purposes of cost reimbursement under this
clause.
(c) Final Indirect Cost Rates
(1) Final annual indirect cost rates and the appropriate bases will be
established in accordance with the Guide to Judiciary Policy, Vol 14, Ch 4
in effect for the period covered by the indirect cost rate offer.
(2) (i) The contractor shall submit an adequate final indirect cost rate offer
to the contracting officer and auditor within 90 days after the end of
each of its fiscal years, or by a later date approved in writing by the
contracting officer. The contractor shall support the cost data and
specify the contract and/or subcontract to which the rates apply.
(ii) The proposed rates shall be based on the contractor's actual cost
experience for that period. The contracting officer or contracting
officer's representative and the contractor will establish the final
indirect cost rates as promptly as practical after receipt of the
contractor's offer.
(3) The contractor and the contracting officer will execute a written
understanding setting forth the final indirect cost rates. The understanding
will specify:
(i) the agreed-upon final annual indirect cost rates;
(ii) the bases to which the rates apply;
(iii) the periods for which the rates apply;
(iv) any specific indirect cost items treated as direct costs in the
settlement; and
(v) the affected contract an/or subcontract, identifying any with

advance agreements or special terms and the applicable rates.
The understanding will not change any monetary ceiling, contract
obligation, or specific cost allowance or disallowance provided for in
this contract. The understanding is incorporated into this contract
upon execution.
(4) Failure by the parties to agree on a final annual indirect cost rate will be a
dispute within the meaning of the Disputes clause.
(5) Within 120 days (or a period approved in writing by the contracting officer)
after settlement of the final annual indirect cost rates for all years of a
physically complete contract, the contractor shall submit a completion
invoice or voucher to reflect the settled amounts and rates.
(6) (i) If the contractor fails to submit a completion invoice or voucher

within the time specified in paragraph (c)(5) of this clause, the
contracting officer may:
(A) determine the amounts due to the contractor under the

contract; and
(B) record this determination in a unilateral modification to the

contract.
(ii) The determination constitutes the final decision of the contracting

officer in accordance with the Disputes clause.
(d) Billing Rates
Until final annual indirect cost rates are established for any period, the judiciary
will reimburse the contractor at billing rates established by the contracting officer
subject to adjustment when the final rates are established. These billing rates:
(1) will be the anticipated final rates; and
(2) may be prospectively or retroactively revised by mutual agreement, at

either party's request, to prevent substantial overpayment or
underpayment.
(e) Audit
At any time or times before final payment, the contracting officer may have the
contractor's invoices or vouchers and statements of cost audited. Any payment
may be:
(1) reduced by amounts found by the contracting officer not to constitute

allowable costs; or
(2) adjusted for prior overpayments or under-payments.
(f) Final Payment
(1) Upon written approval of a completion invoice or voucher, submitted by

the contractor in accordance with paragraph (c)(5) of this clause, and
upon the contractors compliance with all terms of this contract, the
judiciary will promptly pay any balance of allowable costs and that part of
the fee (if any) not previously paid.
(2) The contractor shall pay to the judiciary any refunds, rebates, credits, or
other amounts (including interest, if any) accruing to or received by the
contractor or any assignee under this contract, to the extent that those
amounts are properly allocable to costs for which the contractor has been
reimbursed by the judiciary. Reasonable expenses incurred by the
contractor for securing refunds, rebates, credits, or other amounts are
allowable costs if approved in writing by the contracting officer. Before
final payment under this contract, the contractor and each assignee whose
assignment is in effect at the time of final payment shall execute and
deliver:
(i) an assignment to the judiciary, in form and substance satisfactory

to the contracting officer, of refunds, rebates, credits, or other
amounts (including interest, if any) properly allocable to costs for

which the contractor has been reimbursed by the judiciary under
this contract; and
(ii) a release discharging the judiciary, its officers, agents, and

employees from all liabilities, obligations, and claims arising out of
or under this contract, except:
(A) specified claims stated in exact amounts, or in estimated

amounts when the exact amounts are not known;
(B) claims (including reasonable incidental expenses) based

upon liabilities of the contractor to third parties arising out of
the performance of this contract; provided that the claims are
not known to the contractor on the date of the execution of
the release, and that the contractor gives notice of the claims
in writing to the contracting officer within six years following
the release date or notice of final payment date, whichever is
earlier; and
(C) claims for reimbursement of costs, including reasonable

incidental expenses, incurred by the contractor under the
patent clauses of this contract, excluding, however, any
expenses arising from the contractor's indemnification of the
judiciary against patent liability.
(end)
Clause 4-65, Fixed Fee
Include the following clause as prescribed in 410.70.80(b) (Cost Contract Clauses).
Fixed Fee (APR 2013)
(a) The judiciary will pay the contractor for performing this contract the fixed fee
specified in the contract.
(b) Payment of the fixed fee will be made as specified in the contract; provided that
after payment of 85 percent of the fixed fee, the contracting officer may withhold
further payment of fee until a reserve is set aside in an amount that the
contracting officer considers necessary to protect the judiciary's interest. This
reserve will not exceed 15 percent of the total fixed fee or the judiciarys small
purchase threshold, whichever is less. The contracting officer will release 75
percent of all fee withholds under this contract after receipt of the certified final
indirect cost rate offer covering the year of physical completion of this contract,
provided the contractor has satisfied all other contract terms and conditions, and
is not delinquent in submitting final vouchers on prior years settlements. The
contracting officer may release up to 90 percent of the fee withheld under this
contract based on the contractors past performance related to the submission
and settlement of final indirect cost rate offers.
(end)
Clause 4-70, Incentive Fee
Include the following clause as prescribed in 410.70.80(c) (Cost Contract Clauses).
Incentive Fee (APR 2013)
(a) General
The judiciary will pay the contractor for performing this contract a fee determined
as provided in the contract.
(b) Target Cost and Target Fee
The target cost and target fee specified in the contract are subject to adjustment
if the contract is modified in accordance with paragraph (d) of this clause.
(1) Target cost as used in this contract, means the estimated cost of this
contract as initially negotiated, adjusted in accordance with paragraph (d)
of this clause.
(2) Target fee as used in this contract, means the fee initially negotiated on
the assumption that this contract would be performed for a cost equal to
the estimated cost initially negotiated, adjusted in accordance with
paragraph (d) of this clause.
(c) Withholding of Payment
Normally, the judiciary will pay the fee to the contractor as specified in the
contract. However, when the contracting officer considers that performance or
cost indicates that the contractor will not achieve target, the judiciary will pay on
the basis of an appropriate lesser fee. When the contractor demonstrates that
performance or cost clearly indicates that the contractor will earn a fee
significantly above the target fee, the judiciary may, at the sole discretion of the
contracting officer, pay on the basis of an appropriate higher fee. After payment
of 85 percent of the applicable fee, the contracting officer may withhold further
payment of fee until a reserve is set aside in an amount that the contracting
officer considers necessary to protect the judiciary's interest. This reserve will
not exceed 15 percent of the applicable fee or the judiciarys small purchase
threshold, whichever is less. The contracting officer will release 75 percent of all
fee withholds under this contract after receipt of the certified final indirect cost
rate offer covering the year of physical completion of this contract, provided the
contractor has satisfied all other contract terms and conditions, and is not
delinquent in submitting final vouchers on prior years settlements. The
contracting officer may release up to 90 percent of the fee withholds under this
contract based on the contractors past performance related to the submission
and settlement of final indirect cost rate offers.
(d) Equitable Adjustments
When the work under this contract is increased or decreased by a contract

modification or when any equitable adjustment in the target cost is authorized
under any other clause, equitable adjustments in the target cost, target fee,
minimum fee, and maximum fee, as appropriate, will be stated in a supplemental
agreement to this contract.
(e) Fee Payable
(1) The fee payable under this contract will be the target fee increased by
____ cents (contracting officer inserts contractor's participation) for every
dollar that the total allowable cost is less than the target cost or decreased
by _____ cents (contracting officer inserts contractor's participation) for
every dollar that the total allowable cost exceeds the target cost. In no
event will the fee be greater than ____ percent or less than ____ percent
(contracting officer inserts percentages) of the target cost.
(2) The fee will be subject to adjustment, to the extent provided in paragraph
(d) of this clause, and within the minimum and maximum fee limitations in
paragraph (e)(1) of this clause, when the total allowable cost is increased
or decreased as a consequence of:
(i) payments made under assignments; or
(ii) claims excepted from the release required by paragraph (f)(2) of

the Allowable Cost and Payment clause.
(3) If this contract is terminated in its entirety, the portion of the target fee
payable will not be subject to an increase or decrease as provided in this
paragraph. The termination will be accomplished in accordance with other
applicable clauses of this contract.
(4) For the purpose of fee adjustment, total allowable cost does not include
allowable costs arising out of:
(i) any of the causes covered by the Excusable Delays clause, to the
extent that they are beyond the control and without the fault or
negligence of the contractor or any subcontractor;
(ii) the taking effect, after negotiating the target cost, of a statute, court
decision, written ruling, or regulation that results in the contractor's
being required to pay or bear the burden of any tax or duty or rate
increase in a tax or duty;
(iii) any direct cost attributed to the contractor's involvement in litigation

as required by the contracting officer pursuant to a clause of this
contract, including furnishing evidence and information requested
pursuant to the Notice and Assistance Regarding Patent and
Copyright Infringement clause;
(iv) the purchase and maintenance of additional insurance not in the

target cost and required by the contracting officer, or claims for
reimbursement for liabilities to third persons pursuant to the
Insurance Liability to third Persons clause;
(v) any claim, loss, or damage resulting from a risk for which the
contractor has been relieved of liability by the Judicial Property
clause; or
(vi) any claim, loss, or damage resulting from a risk defined in the
contract as unusually hazardous or as a nuclear risk and against
which the judiciary has expressly agreed to indemnify the
contractor.
(5) All other allowable costs are included in total allowable cost for fee
adjustment in accordance with this paragraph (e), unless otherwise
specifically provided in this contract.
(f) Contract Modification
The total allowable cost and the adjusted fee determined as provided in this
clause will be evidenced by a modification to this contract signed by the
contractor and contracting officer.
(g) Inconsistencies
In the event of any language inconsistencies between this clause and

provisioning documents or judiciary options under this contract, compensation for
spare parts or other products and services ordered under such documents will be
determined in accordance with this clause.
(end)
Clause 4-75, Cost Contract No Fee
Include the following clause as prescribed in 410.70.80(d) (Cost Contract Clauses).
Cost Contract No Fee (APR 2013)
(a) The judiciary will not pay the contractor a fee for performing this contract.
(b) After payment of 80 percent of the total estimated cost of the contract, the
contracting officer may withhold further payment of allowable cost until a reserve
is set aside in an amount that the contracting officer considers necessary to
protect the judiciary's interest. This reserve will not exceed whichever is less
one percent of the total estimated cost of the contract, or:
(1) $10,000 for nonprofit organizations, or
(2) $100,000 for all other organizations.
(end)
Clause 4-80, Cost-Sharing Contract No Fee
Include the following clause as prescribed in 410.70.80(e) (Cost Contract Clauses).
Cost-Sharing Contract No Fee (APR 2013)
(a) The judiciary will not pay the contractor a fee for performing this contract.
(b) After paying the contractor 80 percent of the judiciarys share of the total
estimated cost of performance of the contract, the contracting officer may
withhold further payment of allowable cost until a reserve is set aside in an
amount that the contracting officer considers necessary to protect the judiciary's
interest. This reserve will not exceed whichever is less:
(1) one percent of the judiciarys share of the total estimated cost as stated in
the contract, or
(2) $10,000 for nonprofit organizations, or
(3) $100,000 for all other organizations.
(end)
Clause 4-85, Limitation of Cost
Include the following clause as prescribed in 410.70.80(f) (Cost Contract Clauses).
Limitation of Cost (APR 2013)
(a) The parties estimate that performance of this contract, exclusive of any fee, will
not cost the judiciary more than (1) the estimated cost specified in the contract,
or, (2) if this is a cost-sharing contract, the judiciarys share of the estimated cost
specified in the contract. The contractor agrees to use its best efforts to perform
the work specified in the contract and all obligations under this contract within the
estimated cost, which, if this is a cost-sharing contract includes both the
judiciarys and the contractors share of the cost.
(b) The contractor shall notify the contracting officer in writing whenever it has
reason to believe that:
(1) the costs the contractor expects to incur under this contract in the next 60
days, when added to all costs previously incurred, will exceed 75 percent
of the estimated cost stated in the contract; or
(2) the total cost for the performance of this contract, exclusive of any fee, will
be either greater or substantially less than had been previously estimated.
(c) As part of the notification, the contractor shall provide the contracting officer a
revised estimate of the total cost of performing this contract.
(d) Except as required by other provisions of this contract, specifically citing and
stated to be an exception to this clause:
(1) the judiciary is not obligated to reimburse the contractor for costs incurred
in excess of (i) the estimated cost stated in the contract, or (ii) if this is a
cost-sharing contract, the estimated cost to the judiciary stated in the
contract; and
(2) the contractor is not obligated to continue performance under ths contract
(including actions under the Termination clause of this contract) or
otherwise incur costs in excess of the estimated cost or otherwise incur
costs in excess of the estimated cost stated in the contract, until the
contracting officer (i) notifies the contractor in writing that the estimated
cost has been increased and (ii) provides a revised estimated total cost of
performing this contract. If this is a cost-sharing contract, the increase will
be allocated in accordance with the formula stated in the contract.
(e) No notice, communication, or representation in any other form other than that
specified in paragraph (d)(2) of this clause, or from any person other than the
contracting officer, will affect this contracts estimated cost to the judiciary. In the
absence of the specified notice, the judiciary is not obligated to reimburse the
contractor for any costs in excess of the estimated cost or, if this is a cost-sharing
contract, for any costs in excess of the estimated cost to the judiciary stated in
the contract, whether those excess costs were incurred during the course of the
contract or as a result of termination.
(f) If the estimated cost stated in the contract is increased, any costs the contractor
incurs before the increase that are in excess of the previously estimated cost will
be allowable to the same extent as if incurred afterwards, unless the contracting
officer issues a termination or other notice directing that the increase is solely to
cover termination or other specified expenses.
(g) Change orders will not be considered an authorization to exceed the estimated
cost to the judiciary stated in the contract, unless they contain a statement
increasing the estimated cost.
(h) If this contract is terminated or the estimated cost is not increased, the judiciary
and the contractor will negotiate an equitable distribution of all property produced
or purchased under the contract, based upon the share of costs incurred by
each.
(end)
Clause 4-90, Limitation of Funds
Include the following clause as prescribed in 410.70.80(g) (Cost Contract Clauses).
Limitation of Funds (APR 2013)
(a) The parties estimate that performance of this contract will not cost the judiciary
more than (1) the estimated cost stated in the contract, or (2) if this is a cost-
sharing contract, the judiciarys share of the estimated cost stated in the contract.
The contractor agrees to use its best efforts to perform the work specified in the
contract and all obligations under this contract within this estimated cost, which if
this is a cost-sharing contract, includes both the judiciarys and the contractors
share of the cost.
(b) The contract specifies the amount presently available for payment by the
judiciary and allotted to this contract, the items covered, the judiciarys share of
the cost if this is a cost-sharing contract, and the period of performance it is
estimated that allotted amount will cover. The parties contemplate that the
judiciary will allot additional funds incrementally to the contract up to the full
estimated cost to the judiciary stated in the contract, exclusive of any fee. The
contractor agrees to perform, or have performed, work on the contract up to the
point at which the total amount paid and payable by the judiciary under the
contract approximates but does not exceed the total amount actually allotted by
the judiciary to the contract.
(c) The contractor shall notify the contracting officer in writing whenever it has
reason to believe that the costs it expects to incur under this contract in the next
60 days, when added to all costs previously incurred, will exceed 75 percent of
(1) the total amount so far allotted to the contract by the judiciary or, (2) if this is a
cost-sharing contract, the amount then allotted to the contract by the judiciary
plus the contractors corresponding share. The notice shall state the estimated
amount of additional funds required to continue performance for the period
specified in the contract.
(d) Sixty days before the end of the period specified in the contract, the contractor
shall notify the contracting officer in writing of the estimated amount of additional
funds, if any, required to continue timely performance under the contract or for
any further period specified in the contract or otherwise agreed upon, and when
the funds will be required.
(e) If, after notification, additional funds are not allotted by the end of the period
specified in the contract or another agreed-upon date, upon the contractors
written request, the contracting officer will terminate this contract on that date in
accordance with the provisions of the Termination clause of this contract. If the
contractor estimates that the funds available will allow it to continue to discharge
its obligations beyond that date, it may specify a later date in its request, and the
contracting officer may terminate this contract on that later date.
(f) Except as required by other provisions of this contract specifically citing and
stated to be an exception to this clause,:
(1) the judiciary is not obligated to reimburse the contractor for costs incurred
in excess of the total amount allotted by the judiciary to this contract; and
(2) the contractor is not obligated to continue performance under this contract
(including actions under the contract's Termination clause of this contract)
or otherwise incur costs in excess of:
(i) the amount then allotted to the contract by the judiciary or;
(ii) if this is a cost-sharing contract, the amount then allotted by the

judiciary to the contract plus the contractors corresponding share,
until the contracting officer notifies the contractor in writing that the
amount allotted by the judiciary has been increased and specifies
an increased amount, which will then constitute the total amount
allotted by the judiciary to this contract.
(g) The estimated cost will be increased to the extent (1) the amount allotted by the
judiciary or, (2) if this is a cost-sharing contract, the amount then allotted by the
judiciary to the contract plus the contractors corresponding share, exceeds the
estimated cost stated in the contract. If this is a cost-sharing contract, the
increase will be allocated in accordance with the formula specified in the
contract.
(h) No notice, communication, or representation in any other form other than that
specified in paragraph (f)(2) of this clause, or from any person other than the
contracting officer, will affect the amount allotted by the judiciary to this contract.
In the absence of the specified notice, the judiciary is not obligated to reimburse
the contractor for any costs in excess of the total amount allotted by the judiciary
to this contract, whether incurred during the course of the contract or as a result
of termination.
(i) When and to the extent that the amount allotted by the judiciary to the contract is
increased, any costs the contractor incurs before the increase that are in excess
of:
(1) the amount previously allotted by the judiciary or;
(2) if this is a cost-sharing contract, the amount previously allotted by the

judiciary to the contract plus the contractors corresponding share, will be
allowable to the same extent as if incurred afterward, unless the
contracting officer issues a termination or other notice and directs that the
increase is solely to cover termination or other specified expenses.
(j) Change orders will not be considered an authorization to exceed the amount
allotted by the judiciary stated in the contract, unless they contain a statement
increasing the amount allotted.
(k) Nothing in this clause will affect the right of the judiciary to terminate this
contract. If this contract is terminated, the judiciary and the contractor will
negotiate an equitable distribution of all property produced or purchased under
the contract, based upon the share of costs incurred by each.
(l) If the judiciary does not allot sufficient funds to allow completion of the work, the
contractor is entitled to a percentage of the fee stated in the contract equaling the
percentage of completion of the work contemplated by this contract.
(end)
Clause 4-150, Cancellation Under Multi-Year Contracts
Include the following clause as prescribed in 410.75.60(a) (Contract Clauses and

Provisions).
Cancellation Under Multi-Year Contracts (JUN 2014)
(a) Cancellation, as used in this clause, means that the judiciary is canceling all line
items for all products or services in the contract year(s) subsequent to that in
which notice of cancellation is provided.
(b) Except for cancellation under this clause or termination under the Default clause,
any reduction by the contracting officer in the requirements of this contract shall
be considered a termination under the Termination for Convenience of the
Judiciary clause.
(c) If cancellation under this clause occurs, the contractor will be paid a cancellation
charge not exceeding the cancellation ceiling specified in the contract as
applicable at the time of cancellation.
(d) The cancellation charge will cover only:
(1) Costs:
(i) Incurred by the contractor and/or subcontractor;
(ii) Reasonably necessary for performance of the contract; and
(iii) That would have been equitably amortized over the entire multi
year contract period but, because of the cancellation, are not so
amortized; and
(2) A reasonable profit or fee on the costs.
(e) The cancellation charge shall be computed and the claim made for it as if the
claim were being made under the Termination for Convenience of the Judiciary
clause of this contract. The contractor shall submit the claim promptly but no
later than 1 year from the date of notification that funds will not be made available
for continued performance.
(f) The contractors claim may include:
(1) Reasonable fixed costs which are applicable to and normally would have
been amortized in all products or services which are multi-year
requirements;
(2) Allocable portions of the costs of facilities acquired or established for the
conduct of the work, to the extent that it is impracticable for the contractor
to use the facilities in its commercial work, and if the costs are not charged
to the contract through overhead or otherwise depreciated;
(3) Costs incurred for the assembly, training, and transportation to and from
the job site of a specialized work force; and
(4) Costs not amortized solely because the cancellation had precluded
anticipated benefits of contractor or subcontractor learning.
(g) The claim shall not include:
(1) Labor, material, or other expenses incurred by the contractor or

subcontractors for performance of the canceled work;
(2) Any cost already paid to the contractor;
(3) Anticipated profit or unearned fee on the canceled work; or
(4) For service contracts, the remaining useful commercial life of facilities.
Useful commercial life means the commercial utility of the facilities rather
than their physical life with due consideration given to such factors as
location of facilities, their specialized nature, and obsolescence.
(h) This contract may include an option clause with the period for exercising the
option limited to the date in the contract for notification that funds are available
for the next succeeding contract year. If so, the contractor agrees not to include
in option quantities any costs of a startup or fixed nature that have been fully set
forth in the contract. The contractor further agrees that the option quantities will
reflect only those variable costs and a reasonable profit or fee necessary to
furnish the additional option quantities.
(i) Quantities added to the original contract through the option clause of this contract
shall be included in the quantity canceled for the purpose of computing allowable
cancellation charges.
(end)
Provision 4-155, Alternate Awards
Include the following clause as prescribed in 410.75.60(d) (Contract Clauses and

Provisions).
Alternate Awards (JUN 2014)
If the solicitation has requested pricing for both a multi-year award and an award
of a base year and option years, the judiciary reserves the right to award only the
initial years requirement, without options.
(end)
Clause 4-160, Cancellation Ceilings
Include the following clause as prescribed in 410.75.60(e) (Contract Clauses and

Provisions).
Cancellation Ceilings (JUN 2014)
The cancellation ceilings applicable to each contract period are set forth below:
If Cancellation The Cancellation Ceiling

Takes Place is ...
Before ...
Contract Year 2
Contract Year 3
Contract Year 4
Contract Year 5
(end)
Provision 4-165, Price Proposal Instruction Multi-Year Contract
Include the following provision as prescribed in 410.75.60(f) (Contract Clauses and

Provisions).
Price Proposal Instruction Multi-Year Contract (JUN 2014)
Offerors must include in their price proposal a separate cancellation ceiling (on
either a percentage or dollar basis) for each contract year subject to cancellation.
Price proposals must include the rationale and supporting data for each
proposed cancellation ceiling. Upon award, the applicable cancellation ceilings
will be inserted in Clause 4-160. These ceiling amounts apply to any claim
submitted under Clause 4-150 in the event of actual cancellation of the awarded
contract, and will not be part of any price evaluation for award.
(end)
Clause 4-170, Limitation of Judiciarys Obligation
Include the following clause as prescribed in 410.25.10(b) (Description).
Limitation of Judiciarys Obligation (JUN 2014)

(a) Contract line item(s) ______ is/are incrementally funded. The sum of $ * is
presently available for payment and allotted to this contract. An allotment
schedule is contained in paragraph (j) of this clause.
(b) For item(s) identified in paragraph (a) of this clause, the contractor agrees to
perform up to the point at which the total amount payable by the judiciary,
including reimbursement in the event of termination of those item(s) for the
judiciarys convenience, approximates the total amount currently allotted to the
contract. The contractor is not authorized to continue work on those item(s)
beyond that point. The judiciary will not be obligated in any event to reimburse
the contractor in excess of the amount allotted to the contract for those item(s)
regardless of anything to the contrary in the clause entitled Termination for
Convenience of the Judiciary. As used in this clause, the total amount payable
by the judiciary in the event of termination of applicable contract line item(s) for
convenience includes costs, profit, and estimated termination settlement costs for
those item(s).
(c) Notwithstanding the dates specified in the allotment schedule in paragraph (j) of
this clause, the contractor will notify the contracting officer in writing at least
ninety days prior to the date when, in the contractors best judgment, the work
will reach the point at which the total amount payable by the judiciary, including
any cost for termination for convenience, will approximate 85 percent of the total
amount then allotted to the contract for performance of the applicable item(s).
The notification will state: (1) the estimated date when that point will be reached;
and (2) an estimate of additional funding, if any, needed to continue performance
of applicable line items up to the next scheduled date for allotment of funds
identified in paragraph (j) of this clause, or to a mutually agreed upon substitute
date. The notification will also advise the contracting officer of the estimated
amount of additional funds that will be required for the timely performance of the
item(s) funded pursuant to this clause, for a subsequent period as may be
specified in the allotment schedule in paragraph (j) of this clause or otherwise
agreed to by the parties. If after such notification additional funds are not allotted
by the date identified in the contractors notification, or by an agreed substitute
date, the contracting officer will terminate any item(s) for which additional funds
have not been allotted, pursuant to the clause of this contract entitled
Termination for Convenience of the Judiciary.
(d) When additional funds are allotted for continued performance of the contract line
item(s) identified in paragraph (a) of this clause, the parties will agree as to the
period of contract performance which will be covered by the funds. The
provisions of paragraphs (b) through (d) of this clause will apply in like manner to
the additional allotted funds and agreed substitute date, and the contract will be
modified accordingly.
(e) If, solely by reason of failure of the judiciary to allot additional funds, by the dates
indicated below, in amounts sufficient for timely performance of the contract line
item(s) identified in paragraph (a) of this clause, the contractor incurs additional
costs or is delayed in the performance of the work under this contract and if
additional funds are allotted, an equitable adjustment will be made in the price or
prices (including appropriate target, billing, and ceiling prices where applicable) of
the item(s), or in the time of delivery, or both. Failure to agree to any such
equitable adjustment hereunder will be a dispute concerning a question of fact
within the meaning of the clause entitled Disputes.
(f) The judiciary may at any time prior to termination allot additional funds for the
performance of the contract line item(s) identified in paragraph (a) of this clause.
(g) The termination provisions of this clause do not limit the rights of the judiciary
under the clause entitled Termination for Default. The provisions of this clause
are limited to the work and allotment of funds for the contract line item(s) set forth
in paragraph (a) of this clause. This clause no longer applies once the contract is
fully funded except with regard to the rights or obligations of the parties
concerning equitable adjustments negotiated under paragraphs (d) and (e) of this
clause.
(h) Nothing in this clause affects the right of the judiciary to terminate this contract
pursuant to the clause of this contract entitled Termination for Convenience of
the Judiciary.
(i) Nothing in this clause shall be construed as authorization of voluntary services

whose acceptance is otherwise prohibited under 31 U.S.C. 1342.
(j) The parties contemplate that the judiciary will allot funds to this contract in
accordance with the following schedule:
On execution of contract $ ________
(month) (day), (year) $ ________
(month) (day), (year) $ ________
(month) (day), (year) $ ________
(end)
Clause 5-1, Payments under Personal and Professional Services Contracts
Include the following clause as prescribed in 510.50 (Clause) and 520.75(c)

Payments under Personal and Professional Services Contracts (APR 2013)
(a) The judiciary will pay the contractor:
(1) for the services performed by the contractor;
(2) as set forth in the contract;
(3) at the rates prescribed;
(4) upon the submission by the contractor of proper invoices or time

statements to the office or officer designated and at the time provided for
in this contract.
(b) The judiciary will also pay the contractor:
(1) a per diem rate in lieu of subsistence for each day the contractor is in a
travel status away from home or regular place of employment in
accordance with Judiciary Travel Regulations as authorized in appropriate
Travel Orders; and
(2) any other transportation expenses if provided for in the contract.
(end)
Clause 5-5, Non-disclosure (Professional Services)
Include the following clause as prescribed in 520.75(d) (Provisions and Clauses).
Non-disclosure (Professional Services) (JAN 2003)
The contractor acknowledges that confidential information might be generated or

made available during the course of performance of this agreement. In addition
to the restrictions on disclosure established under the contractor's code of ethics,
the contractor specifically agrees not to disclose any information received or
generated under this contract, unless its release is approved in writing by the
contracting officer. The contractor further agrees to assert any privilege allowed
by law and to defend vigorously judiciary rights to confidentiality.
(end)
Clause 5-10, Inspection of Professional Services
Include the following clause as prescribed in 520.75(e) (Provisions and Clauses).
Inspection of Professional Services (SEP 2010)
(a) The contracting officer may, at any time or place, inspect the services performed
and the products delivered, including documents and reports. The contracting
officer may reject any products or services that do not meet the highest
standards of professionalism, no matter what type of contract is employed, and in
addition to any specific standards of quality set out in this agreement. No
payment will be due for any products or services rejected under this clause.
(b) Acceptance of any product or service does not relieve the contractor of the duties
imposed by contractor's code of professional ethics. The contractor remains
liable for the period allowed under federal law for claims by the United States, for
any errors or omissions occurring during performance. All partners or principals
agree that they will be jointly and severably liable for such errors and omissions.
(end)
Clause 5-20, Records Ownership
Include the following clause as prescribed in 520.75(g) (Provisions and Clauses).
Records Ownership (JAN 2003)
Notwithstanding any state law providing for retention of rights in the records, the
contractor agrees that the judiciary may, at its option, demand and take without
additional compensation all records relating to the services provided under this
agreement. The contractor shall turn over all such records upon request but may
retain copies of documents produced by the contractor.
(end)
Provision 5-25, Identification of Uncompensated Overtime
Include the following provision as prescribed in 520.75(h) (Provisions and Clauses).
Identification of Uncompensated Overtime (JAN 2003)
(a) Definitions. As used in this provision:
"Uncompensated overtime" means the hours worked without additional

compensation in excess of an average of 40 hours per week by direct charge
employees who are exempt from the Fair Labor Standards Act. Compensated
personal absences such as holidays, vacations, and sick leave shall be included
in the normal work week for purposes of computing uncompensated overtime
hours.
"Uncompensated overtime rate" is the rate that results from multiplying the hourly
rate for a 40-hour work week by 40, and then dividing by the proposed hours per
week. For example, 45 hours proposed on a 40-hour work week basis at $20 per
hour would be converted to an uncompensated overtime rate of $17.78 per hour
($20.00 x 40 divided by 45 = $17.78).
(b) For any proposed hours against which an uncompensated overtime rate is
applied, the offeror shall identify in its offer the hours in excess of an average of
40 hours per week, by labor category at the same level of detail as compensated
hours, and the uncompensated overtime rate per hour, whether at the prime or
subcontract level. This includes uncompensated overtime hours that are in
indirect cost pools for personnel whose regular hours are normally charged
direct.
(c) The offeror's accounting practices used to estimate uncompensated overtime

shall be consistent with its cost accounting practices used to accumulate and
report uncompensated overtime hours.
(d) Offers that include unrealistically low labor rates, or that do not otherwise
demonstrate cost realism, will be considered in a risk assessment and will be
evaluated for award in accordance with that assessment.
(e) The offeror shall include a copy of its policy addressing uncompensated overtime
with its offer.
(end)
Clause 5-30, Authorization and Consent
Include the following clause as prescribed in 330.10.30(mm) (Provisions and

Clauses), 530.70.60(a) (Clauses), and 660.10(a) (In General).
Authorization and Consent (JAN 2003)
(a) The judiciary authorizes and consents to all use and manufacture, in performing
this contract or any subcontract at any tier, of any invention described in and
covered by a United States patent (1) embodied in the structure or composition
of any article the delivery of which is accepted by the judiciary under this contract
or (2) used in machinery, tools, or methods whose use necessarily results from
compliance by the contractor or a subcontractor with (i) specifications or written
provisions forming a part of this contract or (ii) specific written instructions given
by the contracting officer directing the manner of performance. The entire liability
to the judiciary for infringement of a patent of the United States will be
determined solely by the provisions of the indemnity clause, if any, included in
this contract or any subcontract hereunder (including any lower-tier subcontract),
and the judiciary assumes liability for all other infringement to the extent of the
authorization and consent herein above granted.
(b) The contractor agrees to include, and require inclusion of, this clause, suitably
modified to identify the parties, in all subcontracts at any tier for products or
services (including construction, architect-engineer services, and materials,
products, models, samples, and design or testing services expected to exceed
the judiciarys small purchase threshold); however, omission of this clause from
any subcontract, including those at or below the judiciarys small purchase
threshold, does not affect this authorization and consent.
(end)
Alternate I: (JAN 2003) As prescribed in 330.10.30(mm) (Provisions and

Clauses), substitute the following for paragraph (a) of the clause:
(a) The judiciary authorizes and consents to all use and manufacture in the
performance of any order at any tier or subcontract at any tier placed under this
contract for communication services and facilities for which rates, charges, and
tariffs are not established by a judiciary regulatory body, of any invention
described in and covered by a United States patent:
(1) embodied in the structure or composition of any article the delivery of

which is accepted by the judiciary under this contract; or
(2) used in machinery, tools, or methods whose use necessarily results from
compliance by the contractor or a subcontractor with specifications or
written provisions forming a part of this contract or with specific written
instructions given by the contracting officer directing the manner of
performance.
Clause 5-35, Payments Under Fixed-Price Architect-Engineer Contracts
Payments under Fixed-Price Architect-Engineer Contracts (JAN 2003)
(a) Estimates shall be made monthly of the amount and value of the work and
services performed by the contractor under this contract which meet the
standards of quality established under this contract. The estimates shall be
prepared by the contractor and accompanied by any supporting data required by
the contracting officer.
(b) Upon written approval of the estimate by the contracting officer, payment upon
properly executed vouchers will be made to the contractor, as soon as
practicable, of 90 percent of the written approved amount, less all previous
payments; provided, that payment may be made in full during any months in
which the contracting officer determines that performance has been satisfactory.
Also, whenever the contracting officer determines that the work is substantially
complete and that the amount retained is in excess of the amount adequate for
the protection of the judiciary, the contracting officer may release the excess
amount to the contractor.
(c) Upon satisfactory completion by the contractor and acceptance by the

contracting officer of the work done by the contractor under the "Statement of
Architect-Engineer Services," the contractor will be paid the unpaid balance of
any money due for work under the statement, including retained percentages
relating to this portion of the work. Upon satisfactory completion and final
acceptance of the construction work, the contractor shall be paid any unpaid
balance of money due under this contract.
(d) Before final payment under the contract, or before settlement upon termination of
the contract, and as a condition precedent thereto, the contractor shall execute
and deliver to the contracting officer a release of all claims against the judiciary
arising under or by virtue of this contract, other than any claims that are
specifically excepted by the contractor from the operation of the release in
amounts stated in the release.
(e) Notwithstanding any other provision in this contract, and specifically paragraph
(b) of this clause, progress payments will not exceed 80 percent on work
accomplished on undefinitized contract actions. A "contract action" is any action
resulting in a contract including contract modifications for additional products or
services, but not including contract modifications that are within the scope and
under the terms of the contract, such as contract modifications issued pursuant
to the Changes clause, or funding and other administrative changes.
(end)
Clause 5-45, Design Within Funding Limitations
Include the following clause as prescribed in 530.70.60(c) (Clauses), filling in the

dollar amount in (c).
Design Within Funding Limitations (JAN 2003)
(a) The contractor shall accomplish the design services required under this contract
so as to permit the award of a contract, using standard judiciary procedures, for
the construction of the facilities designed at a price that does not exceed the
estimated construction contract price as set forth in paragraph (c) of this clause.
When offers for the construction contract are received that exceed the estimated
price, the contractor shall perform such redesign and other services as are
necessary to permit contract award within the funding limitation. These
additional services shall be performed at no increase in the price of this contract.
However, the contractor shall not be required to perform such additional services
at no cost to the judiciary if the unfavorable offers are the result of conditions
beyond its reasonable control.
(b) The contractor will promptly advise the contracting officer if it finds that the
project being designed will exceed or is likely to exceed the funding limitations
and it is unable to design a usable facility within these limitations. Upon receipt
of such information, the contracting officer will review the contractor's revised
estimate of construction cost. The judiciary may, if it determines that the
estimated construction contract price set forth in this contract is so low that award
of a construction contract not in excess of such estimate is improbable, authorize
a change in scope or materials as required to reduce the estimated construction
cost to an amount within the estimated construction contract price set forth in
paragraph (c) of this clause, or the judiciary may adjust such estimated
construction contract price. When offers are not solicited or are unreasonably
delayed, the judiciary will prepare an estimate of constructing the design
submitted and such estimate will be used in lieu of offers to determine

compliance with the funding limitation.
(c) The estimated construction contract price for the project described in this
contract is $______.
(end)
Clause 5-50, Responsibility of the Architect-Engineer Contractor
Responsibility of the Architect-Engineer Contractor (JAN 2003)
(a) The contractor shall be responsible for the professional quality, technical
accuracy, and the coordination of all designs, drawings, specifications, and other
services furnished by the contractor under this contract. The contractor shall,
without additional compensation, correct or revise any errors or deficiencies in its
designs, drawings, specifications, and other services.
(b) Neither the judiciary's review, approval or acceptance of, nor payment for, the
services required under this contract will 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 contractor shall be and remain liable to the
judiciary in accordance with applicable law for all damages to the judiciary
caused by the contractor's negligent performance of any of the services furnished
(c) The rights and remedies of the judiciary provided for under this contract are in
addition to any other rights and remedies provided by law.
(d) If the contractor is comprised of more than one legal entity, each such entity shall
be jointly and severally liable hereunder.
(end)
Clause 5-55, Work Oversight in Architect-Engineer Contracts
Include the following clause as prescribed in 530.70.60(e) (Clauses).

Work Oversight in Architect-Engineer Contracts (JAN 2003)
The extent and character of the work to be done by the contractor shall be
subject to the general oversight, supervision, direction, control, and written
approval of the contracting officer.
(end)
Clause 5-60, Requirements for Registration of Designers
Include the following clause as prescribed in 530.70.60(f) (Clauses).
Requirements for Registration of Designers (AUG 2004)
Architects or engineers registered to practice in the particular professional field

involved in a state, the District of Columbia, or an outlying area of the United
States shall prepare or review and approve the design of architectural, structural,
mechanical, electrical, civil, or other engineering features of the work.
(end)
Clause 5-65, Subcontractors and Outside Associates and Consultants (Architect-

Engineer Services)
Include the following clause as prescribed in 530.70.60(g) (Clauses).
Subcontractors and Outside Associates and Consultants (Architect-

Engineer Services) (JAN 2003)
Any subcontractors and outside associates or consultants required by the

contractor in connection with the services covered by the contract will be limited
to individuals or firms that were specifically identified and agreed to during
negotiations. The contractor shall obtain the contracting officer's written consent
before making any substitution for these subcontractors, associates, or
consultants.
(end)
Clause 5-70, Termination (Fixed-Price Architect-Engineer)
Include the following clause as prescribed in 530.70.60(h) (Clauses).

Termination (Fixed-Price Architect-Engineer) (JAN 2003)
(a) The judiciary may terminate this contract in whole or, from time to time, in part,
for the judiciary's convenience or because of the failure of the contractor to fulfill
the contract obligations. The contracting officer will terminate by delivering to the
contractor a Notice of Termination specifying the nature, extent, and effective
date of the termination. Upon receipt of the notice, the contractor 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 other information and materials accumulated
in performing this contract, whether completed or in process.
(b) If the termination is for the convenience of the judiciary, the contracting officer will
make an equitable adjustment in the contract price but will allow no anticipated
profit on unperformed services.
(c) If the termination is for failure of the contractor to fulfill the contract obligations,
the judiciary may complete the work by contract or otherwise and the contractor
shall be liable for any additional cost incurred by the judiciary.
(d) If, after termination for failure to fulfill contract obligations, it is determined that
the contractor had not failed, the rights and obligations of the parties will be the
same as if the termination had been issued for the convenience of the judiciary.
(e) The rights and remedies of the judiciary provided in this clause are in addition to
any other rights and remedies provided by law or under this contract.
(end)
Clause 5-75, Suspensions and Delays
Include the following clause as prescribed in 530.70.60(i) (Clauses).
Suspensions and Delays (JAN 2003)
(a) If the performance of all or any part of the work of this contract is suspended,
delayed, or interrupted by:
(1) an order or act of the contracting officer in administering this contract; or

(2) by a failure of the contracting officer to act within the time specified in this
contract, or within a reasonable time if not specified, an adjustment will be
made for any increase in the cost of performance of this contract caused
by the delay or interruption (including the costs incurred during any
suspension or interruption). An adjustment will also be made in the
delivery or performance dates and any other contractual term or condition
affected by the suspension, delay, or interruption. However, no
adjustment may be made under this clause for any delay or interruption to
the extent that performance would have been delayed or interrupted by
any other cause, including the fault or negligence of the contractor, or for
which an adjustment is provided or excluded under any other term or
condition of this contract.
(b) A claim under this clause will not be allowed:
(1) for any costs incurred more than 20 days before the contractor has
notified the contracting officer in writing of the act or failure to act involved;
and
(2) unless the claim, in an amount stated, is asserted in writing as soon as

practicable after the termination of the delay or interruption, but not later
than the day of final payment under the contract.
(end)
Clause 6-1, Performance Bond Requirements
Include the following clause as prescribed in 610.20.30(a) (Clauses). If the penal

amount is less than 100 percent of the contract price, modify the clause accordingly.
Performance Bond Requirements (APR 2011)
(a) Definitions. As used in this clause, original contract price" means the award
price of the contract; or for requirements contracts, the price payable for the
estimated quantity; or, for indefinite-quantity contracts, the price payable for the
specified minimum quantity. Original contract price does not include the price of
any options, except those options exercised at the time of contract award.
(b) The contractor shall furnish a Form SF 1418, Performance Bond for the
protection of the judiciary in an amount equal to ___ percent of the original
contract price and a Form SF 1416, Payment Bond in an amount equal to ___
percent of the original contract price.
(c) The contractor shall furnish all executed bonds, including any necessary
reinsurance agreements, to the contracting officer within ___ days, but in any
event, before starting work.
(d) The judiciary may require additional performance and payment bond protection if
the contract price is increased. The judiciary may secure the additional
protection by directing the contractor to increase the penal amount of the existing
bonds or to obtain additional bonds.
(e) The bonds shall be in the form of a firm commitment, supported by corporate
sureties whose names are listed in Treasury Department Circular 570, individual
sureties, or by other acceptable security such as postal money order, certified
check, cashier's check, irrevocable letter of credit, or, in accordance with
Treasury Department regulations, certain bonds or notes of the United States.
Treasury Circular 570 is published in the Federal Register, or may be obtained
from the:
U.S. Department of Treasury
Financial Management Service
Surety Bond Branch
401 14th Street, NW, 2nd Floor, West Wing
Washington, DC 20227
www.treas.gov
(end)
Alternate I (JAN 2003): As prescribed in 610.20.30(b) (Clauses), substitute

the following paragraphs (b) and (d) for paragraphs (b) and (d) of the basic
clause. If the penal amount is less than 100 percent of the contract price, the
clause will be modified accordingly.
(b) The contractor shall furnish a performance bond (Standard Form 1418) for the
protection of the judiciary in an amount equal to ___ percent of the original
contract price.
(d) The judiciary may require additional performance bond protection if the contract
price is increased. The judiciary may secure the additional protection by
directing the contractor to increase the penal amount of the existing bond or to
obtain an additional bond.
Provision 6-5, Fidelity Bond Requirements
Include the following provision as prescribed in 610.40 (Fidelity Bonds).
Fidelity Bond Requirements (APR 2013)
Any offeror awarded a contract as a result of this solicitation will be required to

submit a fidelity bond in the penal amount of ___________, in a form acceptable
to and within the time specified by the contracting officer. Corporate sureties
must appear on the list in Treasury Circular 570 and the amount of the bond may
not exceed the underwriting limit stated for the surety on that list. Failure to
submit an acceptable bond may be cause for termination of the contract for
default.
(end)
Provision 6-10, Deposit of Assets Requirements
Include the following provision as prescribed in 620.20.50(a) (Clauses/Provisions).
Deposit of Assets Requirements (APR 2013)
(a) Any offeror required to submit a surety bond as a result of this solicitation may
instead deposit assets in a form acceptable to the judiciary in the amount of
$___________ (contracting officer to fill-in amount).
(b) When assets are deposited, the offeror shall execute a bond in a form as
specified in this solicitation. Failure to deposit assets acceptable to the judiciary
may be cause for termination of the contract for default.
(end)
Clause 6-15, Deposit of Assets Instead of Surety Bonds
Include the following clause as prescribed in 620.20.50(b) (Clauses/Provisions).
Deposit of Assets Instead of Surety Bonds (JAN 2003)
(a) If the contractor has deposited assets instead of furnishing sureties for any bond
required under this contract and the assets are in the form of checks, currency,
or drafts, the contracting officer will hold the assets in an account for the
contractor's benefit.
(b) Upon contract completion, the contractor's funds will be returned as soon as
possible, unless the contracting officer determines that part or all of the account
is required to compensate the judiciary for costs it incurs as a result of the
contractor's delay, default, or failure to perform. In such a case, the entire
account will be available to compensate the judiciary.
(end)
Clause 6-20, Insurance Work On or Within a Judiciary Facility
Insurance Work On or Within a Judiciary Facility (APR 2011)
(a) The contractor shall, at its own expense, provide and maintain during the entire
performance of this contract, at least the following kinds and minimum amounts
of insurance:
(1) Workman's Compensation and Employee's Liability Insurance
The contractor shall comply with applicable federal and state workers
compensation and occupational disease statutes. If occupational
diseases are not compensable under those statutes, they shall be covered
under the employers liability section of the insurance policy. Employers
liability coverage of at least $100,000 per incident is required.
(2) Automobile Liability Insurance
The contractor shall have coverage at a minimum of $200,000 per person;

$500,000 per occurrence for bodily injury; and $20,000 per occurrence for
property damage.
(3) General Liability Insurance
The contractor shall have coverage at a minimum of $200,000 per person

and $500,000 per occurrence for death or bodily injury and $20,000 per
occurrence for property damage.
(4) Self-Insurance
If the contractor has been approved to provide a qualified program of self

insurance, the contractor must submit any proposed changes to the
program to the contracting officer for approval.
(b) Prior to beginning performance under this contract, the contractor shall provide
the insurance carrier certification of the above minimum amounts.
(c) The maintenance of insurance coverage as required by this clause is a

continuing obligation, and the lapse or termination of insurance coverage without
replacement coverage being obtained will be grounds for termination for default.
(d) The certification evidencing required insurance shall contain an endorsement to

the effect that any cancellation or any material change adversely affecting the
judiciary's interest shall not be effective:
(1) for such period as the laws of the state in which this contract is to be
performed prescribe; or
(2) until 30 days after the insurer or the contractor gives written notice to the
contracting officer, whichever period is longer.
(e) The contractor shall insert the substance of this clause, including this paragraph
(e), in subcontracts under this contract that require work in a judiciary facility and
shall require subcontractors to provide and maintain the required insurance. The
contractor shall maintain a copy of all subcontractors' proofs of required
insurance, and shall make copies available to the contracting officer upon
request.
(end)
Clause 6-25, Insurance Liability to Third Persons

Insurance Liability to Third Persons (APR 2013)
(a) (1) Except as provided in paragraph (a)(2) of this clause, the contractor shall
provide and maintain workers' compensation, employer's liability,
comprehensive general liability (bodily injury), comprehensive automobile
liability (bodily injury and property damage) insurance, and such other
insurance as the contracting officer may require under this contract.
(2) The contractor may, with the written approval of the contracting officer,
maintain a self-insurance program, provided that, with respect to workers'
compensation, the contractor is qualified pursuant to statutory authority.
(3) All insurance required by this paragraph shall be in a form and amount
and for those periods as the contracting officer may require or approve
and with insurers approved in writing by the contracting officer.
(b) The contractor agrees to submit for the contracting officer's written approval, to
the extent and in the manner required by the contracting officer, any other
insurance that is maintained by the contractor in connection with the performance
of this contract and for which the contractor seeks reimbursement.
(c) The contractor shall be reimbursed:
(1) for that portion:
(i) of the reasonable cost of insurance allocable to this contract; and
(ii) required or approved in writing under this clause; and
(2) for certain liabilities (and expenses incidental to such liabilities) to third
persons not compensated by insurance or otherwise without regard to and
as an exception to the limitation of cost or the limitation of funds clause of
this contract. These liabilities shall arise out of the performance of this
contract, whether or not caused by the negligence of the contractor or of
the contractor's agents, servants, or employees, and shall be represented
by final judgments or settlements approved in writing by the judiciary.
These liabilities are for:
(i) loss of or damage to property (other than property owned,

occupied, or used by the contractor, rented to the contractor, or in
the care, custody, or control of the contractor); or
(ii) death or bodily injury.

(d) The judiciary's liability under paragraph (c) of this clause is subject to the
availability of appropriated funds at the time a contingency occurs. Nothing in
this contract will be construed as implying that the Congress will, at a later date,
appropriate funds sufficient to meet deficiencies.
(e) The contractor will not be reimbursed for liabilities (and expenses incidental to
such liabilities):
(1) for which the contractor is otherwise responsible under the express terms
of any clause incorporated in the contract, whether incorporated by
reference or in full text;
(2) for which the contractor has failed to insure or to maintain insurance as
required by the contracting officer; or
(3) that result from willful misconduct or lack of good faith on the part of any of
the contractor's directors, officers, managers, superintendents, or other
representatives who have supervision or direction of:
(i) all or substantially all of the contractor's business;
(ii) all or substantially all of the contractor's operations at any one plant
or separate location in which this contract is being performed; or
(iii) a separate and complete major industrial operation in connection

with the performance of this contract.
(f) The provisions of paragraph (e) of this clause will not restrict the right of the
contractor to be reimbursed for the cost of insurance maintained by the
contractor in connection with the performance of this contract, other than
insurance required in accordance with this clause; provided, that such cost is
allowable under Clause 4-60, Allowable Cost and Payment.
(g) If any suit or action is filed or any claim is made against the contractor, the cost
and expense of which may be reimbursable to the contractor under this contract,
and the risk of which is then uninsured or is insured for less than the amount
claimed, the contractor shall:
(1) immediately notify the contracting officer and promptly furnish copies of all
pertinent papers received;
(2) authorize judiciary representatives to collaborate with counsel for the

insurance carrier in settling or defending the claim when the amount of the
liability claimed exceeds the amount of coverage; and
(3) authorize judiciary representatives to settle or defend the claim and to

represent the contractor in or to take charge of any litigation, if required by
the judiciary, when the liability is not insured or covered by bond. The
contractor may, at its own expense, be associated with the judiciary
representatives in any such claim or litigation.
(end)
Clause 6-35, Errors and Omissions
Include the following clause as prescribed in 630.40.50 (Clauses) and 520.75(j)

Errors and Omissions (APR 2013)
(a) The contractor warrants that it is insured for ___________ ($200,000, unless a
greater amount is entered by the contracting officer) for errors and omissions per
claim in an amount in excess of the minimum set forth in the schedule in the
performance of this contract.
(b) Unless the contractor's policy is prepaid, noncancellable, and issued for a period
at least equal to the term of this contract on an occurrence basis, the contractor
shall have the policy amended to include substantially the following provision:
"It is a condition of this policy that the company furnish written

notice to the ____________(fill in the name of the finance office for
the individual court unit, federal public defender organization, or the
Administrative Office, whichever required the insurance) 30 days in
advance of the effective date of any reduction in or cancellation of
this policy."
(c) The contractor shall furnish a certificate of insurance or, if required by the
contracting officer, true copies of liability policies and manually countersigned
endorsements of any changes. Insurance shall be effective, and evidence of
acceptable insurance furnished, before beginning performance under this
contract. Evidence of renewal shall be furnished not later than five days before a
policy expires.
(end)
Clause 6-40, Federal, State, and Local Taxes
Federal, State, and Local Taxes (JAN 2003)
(a) Definitions.
"Contract Date" means the effective date of this contract or modification.
"All applicable federal, state, and local taxes and duties," as used in this clause,
means all taxes and duties, in effect on the contract date, that the taxing authority
is imposing and collecting on the transactions or property covered by this
contract.
"After-Imposed Federal Tax," as used in this clause, means any new or

increased federal excise tax or duty, or tax that was exempted on the contract
date but whose exemption was later revoked or reduced during the contract
period, on the transactions or property covered by this contract that the
contractor is required to pay or bear as the result of legislative, judicial, or
administrative action taking effect after the contract date. It does not include
social security tax or other employment taxes.
"After-Relieved Federal Tax," as used in this clause, means any amount of

federal excise tax or duty, except social security or other employment taxes, that
would otherwise have been payable on the transactions or property covered by
this contract, but which the contractor is not required to pay or bear, or for which
the contractor obtains a refund or drawback, as the result of legislative, judicial,
or administrative action taking effect after the contract date.
Local Taxes, as used in this clause, means any taxes that a local governing
organization (i.e. city or county) taxing authority is imposing and collecting on the
transactions or property covered by this contract.
(b) The contract price includes all applicable federal, state, and local taxes and
duties.
(c) The contract price shall be increased by the amount of any after-imposed federal
tax, 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.
(d) The contract price shall be decreased by the amount of any after-relieved federal
tax.
(e) The contract price shall be decreased by the amount of any federal excise tax or
duty, except social security or other employment taxes, that the contractor is
required to pay or bear, or does not obtain a refund of, through the contractor's
fault, negligence, or failure to follow instructions of the contracting officer.
(f) No adjustment shall be made in the contract price under this clause unless the
amount of the adjustment exceeds $250.
g) The contractor shall promptly notify the contracting officer of all matters relating
to any federal excise tax or duty that reasonably may be expected to result in
either an increase or decrease in the contract price and shall take appropriate
action as the contracting officer directs.
(h) The judiciary shall, without liability, furnish evidence appropriate to establish
exemption from any federal, state, or local tax when the contractor requests such
evidence and a reasonable basis exists to sustain the exemption.
(end)
Clause 6-45, Federal, State, and Local Taxes (Noncompetitive Contract)
Federal, State, and Local Taxes (Noncompetitive Contract) (JAN 2003)
(a) Definitions.
"Contract Date," as used in this clause, means the effective date of this contract
and, for any modification to this contract, the effective date of the modification.
"All Applicable Federal, State, and Local Taxes and Duties," as used in this
clause, means all taxes and duties, in effect on the contract date, that the taxing
authority is imposing and collecting on the transactions or property covered by
this contract.
"After-Imposed Tax," as used in this clause, means any new or increased

federal, state, or local tax or duty, or tax that was excluded on the contract date
but whose exclusion was later revoked or amount of exemption reduced during
the contract period, other than an excepted tax, on the transactions or property
covered by this contract that the contractor is required to pay or bear as the
result of legislative, judicial, or administrative action taking effect after the
contract date.
"After-Relieved Tax," as used in this clause, means any amount of federal, state,
or local tax or duty, other than an excepted tax, that would otherwise have been
payable on the transactions or property covered by this contract, but which the
contractor is not required to pay or bear, or for which the contractor obtains a
refund or drawback, as the result of legislative, judicial, or administrative action
taking effect after the contract date.
"Excepted Tax," as used in this clause, means social security or other

employment taxes, net income and franchise taxes, excess profits taxes, capital
stock taxes, transportation taxes, unemployment compensation taxes, and
property taxes. "Excepted tax" does not include gross income taxes levied on or
measured by sales or receipts from sales, property taxes assessed on completed
products covered by this contract, or any tax assessed on the contractor's
possession of, interest in, or use of property, title to which is in the judiciary.
Local Taxes, as used in ths clause, means any taxes that a local governing
organization (i.e. city or county) taxing authority is imposing and collecting on the
transactions or property covered by this contract.
(b) Unless otherwise provided in this contract, the contract price includes all
applicable federal, state, and local taxes and duties.
(c) The contract price shall be increased by the amount of any after-imposed tax, or
of any tax or duty specifically excluded from the contract price by a term or
condition of this contract that the contractor is required to pay or bear, including
any interest or penalty, if the contractor states in writing that the contract price
does not include any contingency for such tax and if liability for such tax, interest,
or penalty was not incurred through the contractor's fault, negligence, or failure to
follow instructions of the contracting officer.
(d) The contract price shall be decreased by the amount of any after-relieved tax.
The judiciary shall be entitled to interest received by the contractor incident to a
refund of taxes to the extent that such interest was earned after the contractor
was paid by the judiciary for such taxes. The judiciary is entitled to repayment of
any penalty refunded to the contractor to the extent that the penalty was paid by
the judiciary.
(e) The contract price shall be decreased by the amount of any federal, state, or
local tax, other than an excepted tax, that was included in the contract price and
that the contractor is required to pay or bear, or does not obtain a refund of,
through the contractor's fault, negligence, or failure to follow instructions of the
(f) No adjustment will be made in the contract price under this clause unless the
amount of the adjustment exceeds $250.
(g) The contractor shall promptly notify the contracting officer of all matters relating
to federal, state, and local taxes and duties that reasonably may be expected to
result in either an increase or decrease in the contract price and shall take
appropriate action as the contracting officer directs. The contract price will be
equitably adjusted to cover the costs of action taken by the contractor at the
direction of the contracting officer, including any interest, penalty, and reasonable
attorneys' fees.
(h) The judiciary will furnish evidence appropriate to establish exemption from any
federal, state, or local tax when:
(1) the contractor requests such exemption and states in writing that it applies
to a tax excluded from the contract price; and
(2) a reasonable basis exists to sustain the exemption.
(end)
Provision 6-50, Representation of Rights in Data
Include the following provision as prescribed in 650.65(a) (Clauses).
Representation of Rights in Data (APR 2013)
(a) This solicitation sets forth the judiciarys known delivery requirements for data (as
defined in Clause 6-60, Rights in Data General). Any data delivered under the
resulting contract will be subject to Clause 6-60, Rights in Data General
included in this contract. Under Clause 6-60, a contractor may withhold from
delivery data that qualify as limited rights data or restricted computer software,
and deliver form, fit, and function data instead. Clause 6-60 also may be used
with its Alternates I and/or II to obtain delivery of limited rights data or restricted
computer software, marked with limited rights or restricted rights notices, as
appropriate.
(b) By completing the remainder of this paragraph, the offeror represents that it has
reviewed the requirements for the delivery of technical data or computer software
and states (offeror check appropriate block):
[ ] None of the data proposed for fulfilling the data delivery

requirements qualifies as limited rights data or restricted computer
software; or
[ ] Data proposed for fulfilling the data delivery requirements qualify as

limited rights data or restricted computer software and are identified
as follows:
_____________________________________________________
_____________________________________________________
_____________________________________________________
(c) Any identification of limited rights data or restricted computer software in the
offerors response is not determinative of the status of the data should a contract
be awarded to the offeror.
(end)
Clause 6-60, Rights in Data General
Include the following clause as prescribed in 650.65(b) (Clauses).
Rights in Data General (JUN 2012)
Computer Database or Database means a collection of recorded information

in a form capable of, and for the purpose of, being stored in, processed, and
operated on by a computer. The term does not include computer software.
Computer software:
(1) Means:
(i) Computer programs that comprise a series of instructions,

rules, routines, or statements, regardless of the media in
which recorded, that allow or cause a computer to perform a
specific operation or series of operations; and
(ii) Recorded information comprising source code listings,

design details, algorithms, processes, flow charts, formulas,
and related material that would enable the computer
program to be produced, created, or compiled.
(2) Does not include computer databases or computer software

documentation.
Computer Software Documentation means owners manuals, users manuals,

installation instructions, operating instructions, and other similar items, regardless
of storage medium, that explain the capabilities of the computer software or
provide instructions for using the software.
Data means recorded information, regardless of form or the media on which it

may be recorded. The term includes technical data and computer software. The
term does not include information incidental to contract administration, such as
financial, administrative, cost or pricing, or management information.
Form, Fit, and Function Data means data relating to items, components, or
processes that are sufficient to enable physical and functional interchangeability,
and data identifying source, size, configuration, mating and attachment
characteristics, functional characteristics, and performance requirements. For
computer software it means data identifying source, functional characteristics,
and performance requirements but specifically excludes the source code,
algorithms, processes, formulas, and flow charts of the software.
Limited Rights means the rights of the judiciary in limited rights data as set forth
in the Limited Rights Notice of paragraph (g)(3) if included in this clause.
Limited Rights Data means data, other than computer software, that embody
trade secrets or are commercial or financial and confidential or privileged, to the
extent that such data pertain to items, components, or processes developed at
private expense, including minor modifications.
Restricted Computer Software means computer software developed at private

expense and that is a trade secret, is commercial or financial and confidential or
privileged, or is copyrighted computer software, including minor modifications of
the computer software.
Restricted Rights, as used in this clause, means the rights of the judiciary in
restricted computer software, as set forth in a Restricted Rights Notice of
paragraph (g)(4) if included in this clause, or as otherwise may be provided in a
collateral agreement incorporated in and made part of this contract, including
minor modifications of such computer software.
Technical Data means recorded information (regardless of the form or method

of the recording) of a scientific or technical nature (including computer databases
and computer software documentation). This term does not include computer
software or financial, administrative, cost or pricing, or management data or other
information incidental to contract administration. The term includes recorded
information of a scientific or technical nature that is included in computer
databases (see 41 U.S.C. 116).
Unlimited Rights means the rights of the judiciary to use, disclose, reproduce,
prepare derivative works, distribute copies to the public, and perform publicly and
display publicly, in any manner and for any purpose, and to have or permit others
to do so.
(b) Allocation of Rights
(1) Except as provided in paragraph (c) of this clause, the judiciary shall have
unlimited rights in:
(i) Data first produced in the performance of this contract;
(ii) Form, fit, and function data delivered under this contract;
(iii) Data delivered under this contract (except for restricted computer
software) that constitute manuals or instructional and training
material for installation, operation, or routine maintenance and
repair of items, components, or processes delivered or furnished for
use under this contract; and
(iv) All other data delivered under this contract unless provided
otherwise for limited rights data or restricted computer software in
accordance with paragraph (g) of this clause.
(2) The contractor shall have the right to:
(i) Assert copyright in data first produced in the performance of this

contract to the extent provided in paragraph (c)(1) of this clause;
(ii) Use, release to others, reproduce, distribute, or publish any data

first produced or specifically used by the contractor in the
performance of this contract, unless provided otherwise in
paragraph (d) of this clause;
(iii) Substantiate the use of, add, or correct limited rights, restricted
rights, or copyright notices and to take other appropriate action, in
accordance with paragraphs (e) and (f) of this clause; and
(iv) Protect from unauthorized disclosure and use those data that are
limited rights data or restricted computer software to the extent
provided in paragraph (g) of this clause.
(c) Copyright:
(1) Data First Produced in the Performance of this Contract
(i) Unless provided otherwise in paragraph (d) of this clause, the

contractor may, without prior approval of the contracting officer,
assert copyright in scientific and technical articles based on or
containing data first produced in the performance of this contract
and published in academic, technical or professional journals,
symposia proceedings, or similar works. The prior, express written
permission of the contracting officer is required to assert copyright
in all other data first produced in the performance of this contract.
(ii) When authorized to assert copyright to the data, the contractor

shall affix the applicable copyright notices of 17 U.S.C. 401 or
402, and an acknowledgment of judiciary sponsorship (including
contract number).
(iii) For data other than computer software, the contractor grants to the
judiciary, and others acting on its behalf, a paid-up, nonexclusive,
irrevocable, worldwide license in such copyrighted data to
reproduce, prepare derivative works, distribute copies to the public,
and perform publicly and display publicly by or on behalf of the
judiciary. For computer software, the contractor grants to the
judiciary, and others acting on its behalf, a paid-up, nonexclusive,
irrevocable, worldwide license in such copyrighted computer
software to reproduce, prepare derivative works, and perform
publicly and display publicly (but not to distribute copies to the
public) by or on behalf of the judiciary.
(2) Data Not First Produced in the Performance of this Contract
The contractor shall not, without the prior written permission of the
contracting officer, incorporate in data delivered under this contract any
data not first produced in the performance of this contract unless the
contractor:
(i) Identifies the data; and
(ii) Grants to the judiciary, or acquires on its behalf, a license of the

same scope as set forth in paragraph (c)(1) of this clause or, if such
data are restricted computer software, the judiciary shall acquire a
copyright license as set forth in paragraph (g)(4) of this clause (if
included in this contract) or as otherwise provided in a collateral

agreement incorporated in or made part of this contract.
(3) Removal of Copyright Notices
The judiciary will not remove any authorized copyright notices placed on
data pursuant to this paragraph (c), and will include such notices on all
reproductions of the data.
(d) Release, Publication, and Use of Data
The contractor shall have the right to use, release to others, reproduce,
distribute, or publish any data first produced or specifically used by the contractor
in the performance of this contract, except:
(1) As prohibited by federal law or regulation (e.g., export control or national

security laws or regulations);
(2) As expressly set forth in this contract; or
(3) If the contractor receives or is given access to data necessary for the
performance of this contract that contain restrictive markings, the
contractor shall treat the data in accordance with such markings unless
specifically authorized otherwise in writing by the contracting officer.
(e) Unauthorized Marking of Data
(1) Notwithstanding any other provisions of this contract concerning

inspection or acceptance, if any data delivered under this contract are
marked with the notices specified in paragraph (g)(3) or (g) (4) if included
in this clause, and use of the notices is not authorized by this clause, or if
the data bears any other restrictive or limiting markings not authorized by
this contract, the contracting officer may at any time either return the data
to the contractor, or cancel or ignore the markings. The following
procedures shall apply prior to canceling or ignoring the markings:
(i) The contracting officer will make written inquiry to the contractor
affording the contractor 60 days from receipt of the inquiry to
provide written justification to substantiate the propriety of the
markings;
(ii) If the contractor fails to respond or fails to provide written

justification to substantiate the propriety of the markings within the
60-day period (or a longer time approved in writing by the
contracting officer for good cause shown), the judiciary shall have
the right to cancel or ignore the markings at any time after said
period and the data will no longer be made subject to any
disclosure prohibitions.
(iii) If the contractor provides written justification to substantiate the

propriety of the markings within the period set in paragraph (e)(1)(i)
of this clause, the contracting officer will consider such written
justification and determine whether or not the markings are to be
cancelled or ignored. If the contracting officer determines that the
markings are authorized, the contractor will be so notified in writing.
If the contracting officer determines, with concurrence of the
judiciary Procurement Executive, that the markings are not
authorized, the contracting officer will furnish the contractor a
written determination, which determination will become the final
agency decision regarding the appropriateness of the markings
unless the contractor files suit in a court of competent jurisdiction
within 90 days of receipt of the contracting officers decision. The
judiciary will continue to abide by the markings under this
paragraph (e)(1)(iii) until final resolution of the matter either by the
contracting officers determination becoming final (in which instance
the judiciary will thereafter have the right to cancel or ignore the
markings at any time and the data will no longer be made subject to
any disclosure prohibitions), or by final disposition of the matter by
court decision if suit is filed.
(2) Except to the extent the judiciarys action occurs as the result of final
disposition of the matter by a court of competent jurisdiction, the
contractor is not precluded by paragraph (e) of the clause from bringing a
claim, in accordance with the Disputes clause of this contract, that may
arise as the result of the judiciary removing or ignoring authorized
markings on data delivered under this contract.
(f) Omitted or Incorrect Markings
(1) Data delivered to the judiciary without any restrictive markings shall be
deemed to have been furnished with unlimited rights. The judiciary is not
liable for the disclosure, use, or reproduction of such data.
(2) If the unmarked data has not been disclosed without restriction outside the
judiciary, the contractor may request, within 6 months (or a longer time
approved by the contracting officer in writing for good cause shown) after
delivery of the data, permission to have authorized notices placed on the
data at the contractors expense. The contracting officer may agree to do

so if the contractor:
(i) Identifies the data to which the omitted notice is to be applied;
(ii) Demonstrates that the omission of the notice was inadvertent;
(iii) Establishes that the proposed notice is authorized; and
(iv) Acknowledges that the judiciary has no liability for the disclosure,
use, or reproduction of any data made prior to the addition of the
notice or resulting from the omission of the notice.
(3) If data has been marked with an incorrect notice, the contracting officer
may:
(i) Permit correction of the notice at the contractors expense if the

contractor identifies the data and demonstrates that the correct
notice is authorized; or
(ii) Correct any incorrect notices.
(g) Protection of Limited Rights Data and Restricted Computer Software
(1) The contractor may withhold from delivery qualifying limited rights data or
restricted computer software that are not data identified in paragraphs
(b)(1)(i), (ii), and (iii) of this clause. As a condition to this withholding, the
contractor shall:
(i) Identify the data being withheld; and
(ii) Furnish form, fit, and function data instead.
(2) Limited rights data that are formatted as a computer database for delivery
to the judiciary shall be treated as limited rights data and not restricted
computer software.
(h) Subcontracting
The contractor shall obtain from its subcontractors all data and rights therein
necessary to fulfill the contractors obligations to the judiciary under this contract.
If a subcontractor refuses to accept terms affording the judiciary those rights, the
contractor shall promptly notify the contracting officer of the refusal and shall not
proceed with the subcontract award without authorization in writing from the
(i) Relationship to Patents or Other Rights
Nothing contained in this clause shall imply a license to the judiciary under any
patent or be construed as affecting the scope of any license or other right
otherwise granted to the judiciary.
(end)
Alternate I (JAN 2010): As prescribed in 650.65(c) (Clauses), insert the following

paragraph (g)(3) in the basic clause:
(g) (3) Notwithstanding paragraph (g)(1) of this clause, the contract may identify
and specify the delivery of limited rights data, or the contracting officer
may require by written request the delivery of limited rights data that has
been withheld or would otherwise be entitled to be withheld. If delivery of
that data is required, the contractor shall affix the following Limited Rights
Notice to the data and the judiciary will treat the data, subject to the
provisions of paragraphs (e) and (f) of this clause, in accordance with the
notice:
Limited Rights Notice (JAN 2010)
(a) These data are submitted with limited rights under judiciary
Contract No. _____ (and subcontract ______, if appropriate).
These data may be reproduced and used by the judiciary with the
express limitation that they will not, without written permission of
the contractor, be used for purposes of manufacture nor disclosed
outside the judiciary; except that the judiciary may disclose these
data outside the judiciary for the following purposes, if any;
provided that the judiciary makes such disclosure subject to
prohibition against further use and disclosure: [COs may list
additional purposes as set forth in 650.65(c) or state there are no
additional purposes.]
(b) This notice shall be marked on any reproduction of these data, in

whole or in part.
(End of notice)
Alternate II (APR 2013): As prescribed in 650.65(d) (Clauses), insert the following

paragraph (g)(4) in the basic clause:
(g) (4) (i) Notwithstanding paragraph (g)(1) of this clause, the contract may
identify and specify the delivery of restricted computer software, or
the contracting officer may require by written request the delivery of
restricted computer software that has been withheld or would
otherwise be entitled to be withheld. If delivery of that computer
software is required, the contractor shall affix the following
Restricted Rights Notice to the computer software and the
judiciary will treat the computer software, subject to paragraphs (e)
and (f) of this clause, in accordance with the notice:
Restricted Rights Notice (JAN 2010)
(a) This computer software is submitted with restricted rights

under judiciary Contract No. _______ (and subcontract
________, if appropriate). It may not be used, reproduced,
or disclosed by the judiciary except as provided in paragraph
(b) of this notice or as otherwise expressly stated in the
contract.
(b) This computer software may be:
(1) Used or copied for use with the computer(s) for which
it was acquired, including use at any judiciary facility
to which the computer(s) may be transferred;
(2) Used or copied for use with a backup computer if any

computer for which it was acquired is inoperative;
(3) Reproduced for safekeeping (archives) or backup

purposes;
(4) Modified, adapted, or combined with other computer

software, provided that the modified, adapted, or
combined portions of the derivative software
incorporating any of the delivered, restricted computer
software shall be subject to the same restricted rights;
(5) Disclosed to and reproduced for use by support

service contractors or their subcontractors in
accordance with paragraphs (b)(1) through (4) of this
notice; and
(6) Used or copied for use with a replacement computer.

(c) Notwithstanding the foregoing, if this computer software is

copyrighted computer software, it is licensed to the judiciary
with the minimum rights set forth in paragraph (b) of this
notice.
(d) Any other rights or limitations regarding the use, duplication,

or disclosure of this computer software are to be expressly
stated in, or incorporated in, the contract.
(e) This notice shall be marked on any reproduction of this

computer software, in whole or in part.
(End of notice)
(ii) Where it is impractical to include the Restricted Rights Notice on

restricted computer software, the following short-form notice may
be used instead:
Restricted Rights Notice Short Form (JAN 2010)
Use, reproduction, or disclosure is subject to restrictions set

forth in Contract No. _______ (and subcontract, if
appropriate) with ________ (name of contractor and
subcontractor).
(End of notice)
(iii) If restricted computer software is delivered with the copyright notice

of 17 U.S.C. 401, it will be presumed to be licensed to the
judiciary without disclosure prohibitions, with the minimum rights set
forth in paragraph (b) of this clause.
Clause 6-65, Rights in Data Special Works
Include the following clause as prescribed in 650.65(e) (Clauses).
Rights in Data Special Works (JAN 2010)
Data means recorded information, regardless of form or the media on which it

may be recorded. The term includes technical data and computer software. The
term does not include information incidental to contract administration, such as
financial, administrative, cost or pricing, or management information.
Unlimited Rights means the rights of the judiciary to use, disclose, reproduce,
prepare derivative works, distribute copies to the public, and perform publicly and
display publicly, in any manner and for any purpose, and to have or permit others
to do so.
(b) Allocation of Rights
(1) The judiciary shall have:
(i) Unlimited rights in all data delivered under this contract, and in all
data first produced in the performance of this contract, except as
provided in paragraph (c) of this clause;
(ii) The right to limit assertion of copyright in data first produced in the
performance of this contract, and to obtain assignment of copyright
in that data, in accordance with paragraph (c)(1) of this clause;
(iii) The right to limit the release and use of certain data in accordance
with paragraph (d) of this clause.
(2) The contractor shall have, to the extent permission is granted in

accordance with paragraph (c)(1) of this clause, the right to assert claim to
copyright subsisting in data first produced in the performance of this
contract.
(c) Copyright:
(1) Data first produced in the performance of this contract.
(i) The contractor shall not assert or authorize others to assert any
claim to copyright subsisting in any data first produced in the
performance of this contract without prior written permission of the
contracting officer. When copyright is asserted, the contractor shall
affix the appropriate copyright notice of 17 U.S.C. 401 or 402
and acknowledgment of judiciary sponsorship (including contract
number) to the data when delivered to the judiciary, as well as
when the data are published or deposited for registration as a
published work in the U.S. Copyright Office. The contractor grants
to the judiciary, and others acting on its behalf, a paid-up,
nonexclusive, irrevocable, worldwide license for all delivered data to
reproduce, prepare derivative works, distribute copies to the public,
and perform publicly and display publicly, by or on behalf of the
judiciary.
(ii) If the judiciary desires to obtain copyright in data first produced in

the performance of this contract and permission has not been
granted as set forth in paragraph (c)(1)(i) of this clause, the
contracting officer shall direct the contractor to assign (with or
without registration), or obtain the assignment of, the copyright to
the judiciary or its designated assignee.
(2) Data not first produced in the performance of this contract. The contractor
shall not, without prior written permission of the contracting officer,
incorporate in data delivered under this contract any data not first
produced in the performance of this contract and that contain the copyright
notice of 17 U.S.C. 401 or 402, unless the contractor identifies such
data and grants to the judiciary, or acquires on its behalf, a license of the
same scope as set forth in paragraph (c)(1) of this clause.
(d) Release and Use Restrictions
Except as otherwise specifically provided for in this contract, the contractor shall
not use, release, reproduce, distribute, or publish any data first produced in the
performance of this contract, nor authorize others to do so, without written
permission of the contracting officer.
(e) Indemnity
The contractor shall indemnify the judiciary and its officers, agents, and
employees acting for the judiciary against any liability, including costs and
expenses, incurred as the result of the violation of trade secrets, copyrights, or
right of privacy or publicity, arising out of the creation, delivery, publication, or
use of any data furnished under this contract; or any libelous or other unlawful
matter contained in such data. The provisions of this paragraph do not apply
unless the judiciary provides notice to the contractor as soon as practicable of
any claim or suit, affords the contractor an opportunity under applicable laws,
rules, or regulations to participate in the defense of the claim or suit, and obtains
the contractors consent to the settlement of any claim or suit other than as
required by final decree of a court of competent jurisdiction; and these provisions
do not apply to material furnished to the contractor by the judiciary and
incorporated in data to which this clause applies.
(end)
Clause 6-70, Work for Hire
Include the following clause as prescribed in 520.75(i) (Provisions and Clauses) and
650.65(f) (Clauses).
Work for Hire (JAN 2003)
The contractor agrees that the work performed under this contract is a work
made for hire. The contractor further understands that as such, the work
provided under the contract, including all materials, data, and other information
developed, delivered, furnished, or otherwise called for under the contract, are
works of the United States and are therefore in the public domain. If, for some
reason, it is later determined that this is not a work made for hire, the contractor
agrees to assign all rights, title, and interest in this program/project/material
(whichever is applicable) to the federal judiciary.
(end)
Clause 6-75, Rights to Data in an Offer
Include the following clause as prescribed in 650.65(g) (Clauses).
Rights to Data in an Offer (APR 2013)
Except for data contained on pages_____, it is agreed that as a condition of

award of this contract, and notwithstanding the conditions of any notice
appearing thereon, the judiciary will have unlimited rights (as defined in Clause 6
60, Rights in Data General) in and to the technical data contained in the offer
dated ______, upon which this contract is based.
(end)
Clause 6-80, Rights in Data Existing Works
Include the following clause as prescribed in 650.65(h) (Clauses).
Rights in Data Existing Works (JAN 2010)
(a) Except as otherwise provided in this contract, the contractor grants to the
judiciary, and others acting on its behalf, a paid-up nonexclusive, irrevocable,
worldwide license to reproduce, prepare derivative works, and perform publicly
and display publicly, by or on behalf of the judiciary, for all the material or subject
matter called for under this contract, or for which this clause is specifically made
applicable.
(b) The contractor shall indemnify the judiciary and its officers, agents, and
employees acting for the judiciary against any liability, including costs and
expenses, incurred as the result of (1) the violation of trade secrets, copyrights,
or right of privacy or publicity, arising out of the creation, delivery, publication or
use of any data furnished under this contract; or (2) any libelous or other unlawful
matter contained in such data. The provisions of this paragraph do not apply
unless the judiciary provides notice to the contractor as soon as practicable of
any claim or suit, affords the contractor an opportunity under applicable laws,
rules, or regulations to participate in the defense of the claim or suit, and obtains
the contractors consent to the settlement of any claim or suit other than as
required by final decree of a court of competent jurisdiction; and do not apply to
material furnished to the contractor by the judiciary and incorporated in data to
which this clause applies.
(end)
Clause 6-85, Commercial Computer Software License
Include the following clause as prescribed in 650.65(i) (Clauses).
Commercial Computer Software License (APR 2013)
(a) Notwithstanding any contrary provisions contained in the contractors standard

commercial license or lease agreement, the contractor agrees that the judiciary
will have the rights that are set forth in paragraph (b) of this clause to use,
duplicate or disclose any commercial computer software delivered under this
contract. The terms and provisions of this contract shall comply with federal laws
and Volume 14 of the Guide to Judiciary Policy.
(b) (1) The commercial computer software delivered under this contract may not
be used, reproduced, or disclosed by the judiciary except as provided in
paragraph (b)(2) of this clause or as expressly stated otherwise in this
contract.
(2) The commercial computer software may be:
(i) Used or copied for use with the computer(s) for which it was
acquired, including use at any judiciary facility to which the
computer(s) may be transferred;
(ii) Used or copied for use with a backup computer if any computer for
which it was acquired is inoperative;
(iii) Reproduced for safekeeping (archives) or backup purposes;

(iv) Modified, adapted, or combined with other computer software,

provided that the modified, adapted, or combined portions of the
derivative software incorporating any of the delivered, commercial
computer software shall be subject to same restrictions set forth in
this contract;
(v) Disclosed to and reproduced for use by support service contractors

or their subcontractors, subject to the same restrictions set forth in
this contract; and
(vi) Used or copied for use with a replacement computer.
(3) If the commercial computer software is otherwise available without

disclosure restrictions, the contractor licenses it to the judiciary without
disclosure restrictions.
(c) The contractor shall affix a notice substantially as follows to any commercial
computer software delivered under this contract:
Notice: Notwithstanding any other lease or license agreement that may

pertain to, or accompany the delivery of, this computer software, the rights
of the judiciary regarding its use, reproduction and disclosure are as set
forth in judiciary Contract No.___________________________.
(end)
Clause 6-90, Notice and Assistance Regarding Patent and Copyright Infringement
Include the following clause as prescribed in 660.20(a) (Clauses).
Notice and Assistance Regarding Patent and Copyright Infringement (APR

2010)
(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 claim or suit against the judiciary 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 under this
contract, the contractor shall furnish to the judiciary, when requested by the
contracting officer, all evidence and information in the contractors possession
pertaining to such claim or suit. Such evidence and information shall be
furnished at the expense of the judiciary except where the contractor has agreed
to indemnify the judiciary.
(c) The contractor shall include the substance of this clause, including this
paragraph (c), in all subcontracts that are expected to exceed the judiciary small
purchase threshold.
(end)
Clause 6-95, Patent Indemnity
Include the following clause as prescribed in 660.20(b) (Clauses).
Patent Indemnity (JAN 2010)
(a) The contractor shall indemnify the judiciary and its officers, agents, and
employees against liability, including costs, for infringement of any United States
patent (except a patent issued upon an application that is now or may hereafter
be withheld from issue pursuant to a Secrecy Order under 35 U.S.C. 181)
arising out of the manufacture or delivery of supplies, the performance of
services, or the construction, alteration, modification, or repair of real property
(hereinafter referred to as construction work) under this contract, or out of the
use or disposal by or for the account of the judiciary of such supplies or
construction work.
(b) This indemnity shall not apply unless the contractor shall have been informed as
soon as practicable by the judiciary of the suit or action alleging such
infringement and shall have been given such opportunity as is afforded by
applicable laws, rules, or regulations to participate in its defense. Further, this
indemnity shall not apply to:
(1) An infringement resulting from compliance with specific written instructions

of the contracting officer directing a change in the supplies to be delivered
or in the materials or equipment to be used, or directing a manner of
performance of the contract not normally used by the contractor;
(2) An infringement resulting from addition to or change in supplies or

components furnished or construction work performed that was made
subsequent to delivery or performance; or
(3) A claimed infringement that is unreasonably settled without the consent of

the contractor, unless required by final decree of a court of competent
jurisdiction.
(end)
Alternate I (JAN 2010): As prescribed in 660.20(c) (Clauses), add the following

paragraph (c) to the basic clause:
(c) This patent indemnification shall not apply to the following items:
__________________________________________________
[Contracting Officer list and/or identify the items to be excluded from this indemnity.]
Alternate II (JAN 2010): As prescribed in 660.20(d) (Clauses), add the

following paragraph (c) to the basic clause:
(c) This patent indemnification shall cover the following items:
__________________________________________________
[List and/or identify the items to be included under this indemnity.]
Alternate III (JAN 2010): As prescribed in 660.20(e) (Clauses), add the

following paragraph (c) to the basic clause:
(c) As to subcontracts at any tier for communication service, this clause shall apply
only to individual communication service authorizations over the simplified
acquisition threshold issued under this contract and covering those
communications services and facilities:
(1) That are or have been sold or offered for sale by the contractor to the public,
(2) That can be provided over commercially available equipment, or
(3) That involve relatively minor modifications.
Clause 6-100, Waiver of Indemnity
Include the following clause as prescribed in 660.20(f) (Clauses).
Waiver of Indemnity (JAN 2010)
Any provision or clause of this contract to the contrary notwithstanding, the

judiciary hereby authorizes and consents to the use and manufacture, solely in
performing this contract, of any invention covered by the United States patents
identified below and waives indemnification by the contractor with respect to such
patents:
__________________________________________________
[Contracting Officer identify the patents by number or by other means if more
appropriate.]
(end)
Clause 6-105, California E-Waste Fee
California E-Waste Fee (APR 2013)
(a) The State of California enacted the Electronic Waste Recycling Act of 2003 (as
amended) establishing a statewide program to promote and fund the collection
and recycling for covered electronic devices. The Act, among other provisions,
establishes a charge applicable to purchase of such devices that will cover the
cost of the ultimate disposal of such devices (e-waste recycling fee).
(b) The U. S. Government Accountability Office (GAO) has analyzed the California
E-Waste Recycling fee and determined it to be a state tax from which the federal
government is exempt in Administrative Office of the U.S. Courts California E-
Waste Recycling Fee, B-320998, May 4, 2011, and has so informed the State of
California. The government, including the judiciary, may not pay this fee.
(c) The contractor shall not charge or attempt to collect the California E-Waste
Recycling Fee under this contract.
(end)
Clause 6-110, Deferred Ordering of Technical Data or Computer Software
Include the following clause as prescribed in 650.65(j) (Clauses).
Deferred Ordering of Technical Data or Computer Software (JUN 2014)
In addition to technical data or computer software specified elsewhere in this

contract to be delivered hereunder, the Government may, at any time during the
performance of this contract or within a period of three (3) years after acceptance
of all items (other than technical data or computer software) to be delivered
under this contract or the termination of this contract, order any technical data or
computer software generated in the performance of this contract or any
subcontract hereunder. When the technical data or computer software is

ordered, the Contractor shall be compensated for converting the data or
computer software into the prescribed form, for reproduction and delivery. The
obligation to deliver the technical data of a subcontractor and pertaining to an
item obtained from him shall expire three (3) years after the date the Contractor
accepts the last delivery of that item from that subcontractor under this contract.
The Government's rights to use said data or computer software shall be pursuant
to the "Rights in Data" clause of this contract.
(end)
Clause 7-1, Contract Administration
Include the following clause as prescribed in 715.55(a) (Clauses/Provisions).
Contract Administration (JAN 2003)
(a) The contracting officer and contracting officers representative for the contract will
be the judiciarys primary points of contact during the performance of the
contract. The contracting officer responsible for the administration of this
contract will provide a cover letter providing the contracting officers name,
business address, e-mail address, and telephone number. Written
communications from the contractor shall make reference to the contract number
and shall be mailed to the address provided in the cover letter. Communications
pertaining to contract administration matters will be addressed to the contracting
officer.
(b) Notwithstanding the contractors responsibility for total management during the
performance of this contract, the administration of this contract will require the
maximum coordination between the judiciary and the contractor. All contract
administration will be effected by the contracting officer except as may be re-
delegated. In no event will any understanding or agreement, contract
modification, change order, or other matter in deviation from the terms of this
contract between the contractor and a person other than the contracting officer
be effective or binding upon the judiciary. All such actions shall be formalized by
a proper contractual document executed by the contracting officer.
(end)
Clause 7-5, Contracting Officers Representative
Include the following clause as prescribed in 715.55(b) (Clauses/Provisions).
Contracting Officers Representative (APR 2013)
(a) Upon award, a contracting officers representative (COR) may be appointed by

the contracting officer. The COR will be responsible for coordinating the
technical aspects of this contract and inspecting products/services furnished
hereunder; however, the COR will not be authorized to change any terms and
conditions of the resultant contract, including price.
(b) The COR, if appointed, may be assigned one or more of the following
responsibilities:
(1) monitoring the contractor's performance under the contract to ensure

compliance with technical requirements of the contract;
(2) notifying the contracting officer immediately if performance is not

proceeding satisfactorily;
(3) ensuring that changes in work under the contract are not initiated before
written authorization or modification is issued by the contracting officer;
(4) providing the contracting officer a written request and justification for
changes;
(5) providing interpretations relative to the meaning of technical specifications

and technical advice relative to contracting officers written approvals, and
(6) providing general technical guidance to the contractor within the scope of
the contract and without constituting a change to the contract.
(end)
Clause 7-10, Contractor Representative
Include the following clause as prescribed in 715.55(c) (Clauses/Provisions).
Contractor Representative (JAN 2003)
(a) The contractors representative to be contacted for all contract administration

matters is as follows (contractor complete the information):
Name:
Address:
Telephone:
E-mail:
Fax:
(b) The contractors representative shall act as the central point of contact with the
judiciary, shall be responsible for all contract administration issues relative to this
contract, and shall have full authority to act for and legally bind the contractor on
all such issues.
(end)
Clause 7-15, Observance of Regulations/Standards of Conduct
Include the following clause as prescribed in 715.55(d) (Clauses/Provisions).
Observance of Regulations/Standards of Conduct (JAN 2003)
(a) When contractor personnel are performing contract work at a judiciary facility,
they shall comply with all rules and regulations of the facility, including, but not
limited to, rules and regulations governing security, controlled access, personnel
clearances and conduct with respect to health and safety and to property at the
site, regardless of whether or not title to such property is vested in the judiciary.
The facilities to which the contractor has access belong to the judiciary and will
not at any time be considered Judiciary Property furnished to the contractor.
(b) The contractor and its employees shall only conduct business covered by the
contract during periods paid for by the judiciary, and will not conduct any other
business on judiciary premises.
(c) The contractor shall be responsible for maintaining satisfactory standards of

employee competency, conduct, appearance and integrity. It is the contractors
responsibility to take disciplinary action with respect to its employees as may be
necessary. The contractor is also responsible for ensuring that its employees do
not disturb papers on desks, open desk drawers or cabinets, or use judiciary
property (such as, but not limited to, telephones or copiers) except as authorized.
(end)
Clause 7-20, Security Requirements
Include the following clause as prescribed in 330.10.30(o) (Provisions and Clauses)

and 715.55(e) (Clauses/Provisions).
Security Requirements (APR 2013)
"Access" means physical entry into, and to the extent authorized, mobility within,
a judiciary facility.
"Contractor employee" means an employee of the prime contractor or of any

subcontractor, affiliate, partner, joint venture, or team members with which the
contractor is associated. It also includes consultants engaged by any of those
entities.
"Facility" and "judiciary facility" mean buildings, including areas within buildings,
owned, leased, shared, occupied, or otherwise controlled by the judiciary.
Judiciary IT resources include, but are not limited to, computer equipment,
networking equipment, telecommunications equipment, cabling, network drives,
computer drives, network software, computer software, software programs,
intranet sites, and internet sites.
(b) Requirements.
Contractor employees working on this contract must complete such forms as

may be necessary for security purposes or other reasons. Completed forms
shall be submitted as directed by the Contracting Officers Representative
(COR). Depending upon the level of access required to judiciary facilities or IT
resources for performance of the work, contractor employees may be subject to
any of the following types of security checks:
Fingerprint Check
Credit Check
National Agency Check with Inquires (NACI)
National Agency Check with Inquiries and Credit (NACIC)
National Agency Check with Law and Credit (NACLC)
Single Scope Background Investigation (SSBI)
Single Scope Background Investigation Periodic Reinvestigation (SSBI

PR)
Public Trust Special Background Investigation (PTSBI)
Citizenship and Immigration Services (CIS) Check
Contractor employees visiting court sites to provide support covered under this
contract may be subjected to additional FBI screening and U.S. Marshal
inspection.
(c) Exemption.
Affected contractor employees who have had a Federal background investigation

without a subsequent break in Federal employment or Federal contract service
exceeding two (2) years may be exempt from the investigation requirements of
this clause subject to verification of the previous investigation. For each such
employee, the contractor shall submit the following information: employee's full
name, Social Security Number, and place and date of birth.
(d) Facility Access Cards (FAC).
The contractor shall be responsible for all Facility Access Cards or other judiciary
identification cards issued to the contractor's employees and shall immediately
notify the COR if any Facility Access Card(s) cannot be accounted for. The
contractor shall notify the COR immediately whenever any contractor employee
no longer has a need for his/her judiciary-issued FAC (e.g., employee terminates
employment with the contractor, employee's duties no longer require access to
judiciary facilities). The COR will instruct the contractor as to how to return the
FAC. Upon expiration of this contract, the COR will instruct the contractor as to
how to return all judiciary-issued FACs not previously returned. The contractor
shall not return FACs to any person other than the individual(s) named by the
COR.
(e) Control of access.
The judiciary shall have and exercise full and complete control over granting,
denying, withholding, and terminating access of contractor employees to judiciary
facilities and IT resources. The COR will notify the contractor immediately when
the judiciary has determined that an employee is unsuitable or unfit to be
permitted access to a judiciary facility following the completion of any of the
security checks/investigations listed in (b) above, or as a result of new
information obtained at any time during the contractors performance. The
contractor shall immediately notify such employee that he/she no longer has
access to any judiciary facility and/or judiciary IT resources, remove the
employee from any such facility that he/she may be in, and provide a suitable
replacement who must comply with the requirements of this and other applicable
clauses. In addition, the contracting officer may require the contractor to prohibit
individuals from access to judiciary facilities or IT resources if the judiciary deems
their initial or continued access contrary to the public interest for any reason,
including, but not limited to, carelessness, insubordination, incompetence, or
security concerns.
(f) The contractor shall include the substance of this clause in all subcontracts at
any tier where the subcontractor may be required to have routine physical access
to a judiciary facility or routine access to a judiciary IT resource.
(g) The judiciary reserves the right to refuse to grant facility access for any
contractor employee who has been convicted of a felony.
(end)
Clause 7-25, Indemnification
Include the following clause as prescribed in 715.55(f) (Clauses/Provisions).
Indemnification (AUG 2004)
(a) The contractor assumes full responsibility for and shall indemnify the judiciary
against any and all losses or damage of whatsoever kind and nature to any and
all judiciary property, including any equipment, products, accessories, or parts
furnished, while in its custody and care for storage, repairs, or service to be
performed under the terms of this contract, resulting in whole or in part from the
negligent acts or omissions of the contractor, any subcontractor, or any
employee, agent or representative of the contractor or subcontractor.
(b) If due to the fault, negligent acts (whether of commission or omission) and/or
dishonesty of the contractor or its employees, any judiciary-owned or controlled
property is lost or damaged as a result of the contractor's performance of this
contract, the contractor shall be responsible to the judiciary for such loss or
damage, and the judiciary, at its option, may, in lieu of requiring reimbursement
therefor, require the contractor to replace at its own expense, all property lost or
damaged.
(c) Hold Harmless and Indemnification Agreement
The contractor shall save and hold harmless and indemnify the judiciary against
any and all liability claims and cost of whatsoever kind and nature for injury to or
death of any person or persons and for loss or damage to any contractor
property or property owned by a third party occurring in connection with or in any
way incident to or arising out of the occupancy, use, service, operation, or
performance of work under the terms of this contract, resulting in whole or in part
from the acts or omissions of the contractor, any subcontractor, or any employee,
agent, or representative of the contractor or subcontractor.
(d) The contractor shall indemnify and hold the judiciary, its employees, and others
acting on its behalf harmless against any and all loss, liability, or damage arising
out of the negligence, failure to act, fraud, embezzlement, or other misconduct by
the contractor, its employees, subcontractors, agents, or representatives of the
contractor or subcontractor.
(e) Judiciary's Right of Recovery
Nothing in the above paragraphs will be considered to preclude the judiciary from
receiving the benefits of any insurance/bonds the contractor may carry which
provides for the indemnification of any loss or destruction of, or damages to,
property in the custody and care of the contractor where such loss, destruction or
damage is to judiciary property. The contractor shall do nothing to prejudice the
judiciary's right to recover against third parties for any loss, destruction of, or
damage to, judiciary property, and upon the request of the contracting officer will,
at the judiciary's expense, furnish to the judiciary all reasonable assistance and
cooperation (including assistance in the prosecution of suit and the execution of
instruments of assignment in favor of the judiciary) in obtaining recovery.
(f) Judiciary Liability
The judiciary will not be liable for any injury to the contractors personnel or
damage to the contractors property unless such injury or damage is due to
negligence on the part of the judiciary and is recoverable under the Federal Torts
Claims Act, or pursuant to other statutory authority applicable to the judiciary.
(end)
Clause 7-30, Public Use of the Name of the Federal Judiciary
Include the following clause as prescribed in 715.55(g) (Clauses/Provisions).
Public Use of the Name of the Federal Judiciary (JUN 2014)
(a) The contractor shall not refer to the judiciary, or to any court or other
organizational entities existing thereunder (hereinafter referred to as "the
judiciary"), in advertising, news releases, brochures, catalogs, television and
radio advertising, letters of reference, websites, or any other media used
generally by the vendor in its commercial marketing initiatives, in such a way that
it represents or implies that the judiciary prefers or endorses the products or
services offered by the contractor. This provision will not be construed as limiting
the contractor's ability to refer to the judiciary as one of its customers when
providing past performance information as part of a proposal submission, as
opposed to general public marketing.
(b) No public release of information pertaining to this contract will be made without
prior judiciary written approval, as appropriate, and then only with written
approval of the contracting officer.
(end)
Clause 7-35, Disclosure or Use of Information
Include the following clause as prescribed in 715.55(h) (Clauses/Provisions).

Disclosure or Use of Information (APR 2013)
(a) Judiciary information made available to the contractor for the performance or
administration of this contract shall be used only for those purposes and shall not
be used in any other way without the written agreement of the contracting officer.
This clause takes precedence over and is an explicit limitation to the rights
enumerated in section (d)(2) of Clause 6-60, Rights in Data General.
(b) To the extent the information is otherwise publicly available, it is public

information and is not restricted by operation of this clause. However, if public
information is provided to the contractor for use in performance or administration
of this contract in a media, format, or otherwise in a manner in which it is not
available the public, such information may not be used for any other purpose by
the contractor except with the written permission of the contracting officer. If the
contractor is uncertain about the availability or proposed use of information
provided for the performance or administration of this contract, the contractor
shall consult with the contracting officer regarding use of that information for
other purposes.
(c) The contractor agrees to assume responsibility for protecting the confidentiality of
judiciary records which are not public information. Such information may include,
but is not limited to, all employee data and any written and oral information of a
personal nature. Such information is to be safeguarded to ensure that it is not
improperly disclosed. Each officer or employee of the contractor to whom
information may be made available or disclosed shall be notified in writing by the
contractor that such information may be disclosed only for a purpose and to the
extent authorized herein, and that further disclosure of any such information for a
purpose or to an extent not so authorized may subject the person(s) responsible
to criminal sanctions imposed by 18 U.S.C. 641. That section provides, in
pertinent part, that whoever without authority, sells, conveys, or disposes of any
record of the United States or whoever receives the same with intent to convert it
to their use or gain, knowing it to have been converted, will be guilty of a crime
punishable by a fine up to $10,000, or imprisoned up to ten years, or both. The
contractor shall obtain written acknowledgment from each officer and employee
to whom information is made available, that they are aware of the above
penalties associated with unauthorized disclosure. Such acknowledgments are
subject to the review of the contracting officer.
(d) Performance of this contract may require the contractor to access and use data
and information, proprietary to the judiciary or to a judiciary contractor, which is of
such a nature that its dissemination or use, other than in performance of this
contract, would be adverse to the interests of the judiciary and/or others.
(e) Contractor and/or contractor personnel shall not divulge or release data or
information developed or obtained in performance of this contract until made
public by the judiciary, except as authorized by the contracting officer. The
contractor shall not use, disclose, or reproduce proprietary data which bears a
restrictive legend, other than as required in the performance of this contract.
Nothing herein will preclude the use of any data independently acquired by the
contractor without such limitations or prohibit an agreement at no cost to the
judiciary between the contractor and the data owner which provides for greater
rights to the contractor.
(f) The judiciary and contractor agree that neither expects the performance under
this contract to involve reporting or handling of classified information or materials.
Either party shall notify the other promptly in writing if the expectation of that
party changes, and shall include in the notice reasons therefore. If there are
sealed records, in camera proceedings or grand jury matters, the contractor shall
consult with the contracting officer as to the proper safeguarding, security, and
secrecy of the original notes and transcript orders.
(g) The contracting officer will advise the contractor whenever the judiciary places a
service order which will require classified information or materials. The
contractor will have the right to decline to provide services, in which event such
services shall be outside the scope of this contract.
(h) The contractor shall hold inviolate and in strictest confidence any and all
information of an official nature not for inclusion in the document, any information
which the presiding judicial official designates as off the record and all classified
information and material.
(i) The contractor shall classify, safeguard, and otherwise act with respect to all
classified information and material in accordance with applicable law and
requirements of the contracting officer. The contractor shall not permit any
individual to have or gain access to the classified information or material without
written permission of the contracting officer, except as access may be necessary
for authorized employees of the contractor to perform services under this
contract.
(j) Notwithstanding any other provision of this contract, the contractor may deliver
transcript containing classified material or information only to the judiciary. The
contractor shall never sell or deliver such document to a private person without
the express written permission of the contracting officer. Notwithstanding any
other provision of this contract, the contractor shall never keep a copy of a
document containing classified material or information after the delivery of the

original to the contracting officer.
(end)
Clause 7-40, Judiciary-Contractor Relationships
Include the following clause as prescribed in 715.55(i) (Clauses/Provisions).
Judiciary-Contractor Relationships (JAN 2003)
(a) The judiciary and the contractor understand and agree that the services to be
delivered under this contract by the contractor to the judiciary are non-personal
services. The parties recognize and agree that no employer-employee or
master-servant relationships exist or will exist under the contract between the
judiciary and the contractor and/or between the judiciary and the contractor's
employees. It is therefore, in the best interest of the judiciary to afford the parties
a full and complete understanding of their respective obligations.
(b) The contractor and/or the contractor's personnel under this contract shall not:
(1) be placed in a position where they are appointed or employed by a federal

officer, or are under the supervision, direction, or evaluation of a federal
officer;
(2) be placed in a staff or policy making position;
(3) be placed in a position of command, supervision, administration or control

over judiciary personnel or the personnel of other contractors, or become
a part of the judiciary organization;
(4) be used for the purpose of avoiding manpower ceilings or other personnel
rules and regulations.
(c) Employee Relationship
(1) The services to be performed under this contract do not require the
contractor or its employees to exercise personal judgement and discretion
on behalf of the judiciary. The contractor's employees will act and
exercise personal judgement and discretion on the behalf of the
contractor, as directed by the contractor's supervisory personnel, and in
accordance with the contract terms and conditions.
(2) Rules, regulations, directions, and requirements issued by the judiciary

under the judiciary's responsibility for good order, administration, security,
and safety are applicable to all personnel physically located on-site,
inclusive of contractor personnel who are required under the terms and
conditions of this contract to be so located. This is not to be construed or
interpreted to establish any degree of judiciary control which is
inconsistent with a non-personal services contract.
(end)
Clause 7-45, Travel
Include the following clause as prescribed in 715.55(j) (Clauses/Provisions).
Travel (APR 2013)
The contractor may propose travel costs if travel is required for performance of
the contract and is an authorized reimbursable expense under the contract. The
extent of reimbursement for incurred travel costs will be subject to the limitations
set forth in the Guide to Judiciary Policy, Vol 19, Ch 4 (Judiciary Staff Travel
Regulations).
(end)
Clause 7-50, Parking
Include the following clause as prescribed in 715.55(k) (Clauses/Provisions).
Parking (APR 2013)
There is no contractor parking available at the Thurgood Marshall Federal

Judiciary Building (TMFJB). In the event that this contract requires the delivery
of equipment or materials to the TMFJB, the contractor shall park delivery
vehicles at designated locations within the TMFJB Complex ONLY WHILE
LOADING AND UNLOADING THE VEHICLE. Arrangements for pick-up and
delivery at the TMFJB shall be coordinated with the Contracting Officers
Representative (COR) and made in accordance with building management
policies.
(end)
Clause 7-55, Contractor Use of Judiciary Networks
Include the following clause as prescribed in 715.55(l) (Clauses/Provisions).

Contractor Use of Judiciary Networks (JUN 2014)
Whenever authorized to use judiciary networks, the contractor, subcontractor, teaming

partner, and all employees (hereinafter referred to as entities), shall not perform or
participate, directly or indirectly, in any of the following:
(a) accessing internet sites which may be inappropriate or reflect poorly on the
judiciary: Unless accessing internet sites is case-related, entities shall refrain
from creating, downloading, viewing, storing, copying, and transmitting sexually-
explicit or sexually-oriented materials which are never appropriate and may be
illegal in some cases. Internet sites capture the domain name of all sites
accessing them and maintain a record of this information. It could be
embarrassing to the judiciary if the judiciarys domain name were found on the
access records of inappropriate sites;
(b) logging onto video or audio sites, such as broadcast services or radio stations
and downloading music files. This consumes significant disk space on local
computers and may be a violation of copyright law. Each of the several thousand
video clips downloaded daily can be equal to downloading a 400-page
memorandum;
(c) using judiciary systems to send or receive e-mails containing greeting cards,
political statements, jokes, pictures, chain letters or other unauthorized mass
mailings, regardless of the subject matter, and other items of a personal nature;
(d) sending large attachments unless required for official business. Video, sound, or
other large file attachments consume large amounts of network capacity. E-mail
attachments, large files, and executable programs present two problems. First,
large attachments consume network capacity and storage space on both national
and local e-mail servers and desktops, slowing the network down for everyone.
Second, executable programs present a risk for infection by computer viruses;
(e) participating in chat rooms or using instant messaging software;
(f) checking personal e-mail accounts over the judiciarys network;
(g) using the network connection for personal commercial purposes, private gain, or
illegal activities. Unless use is required for official judiciary and contract- related
business, all entities shall refrain from using the network connection for
commercial purposes (including shopping). It is also inappropriate to use the
network connection in support of outside employment activities (including
consulting for pay, sales or administration of business transactions, and sales of
products or services) or for illegal activities (such as gambling or hacking);
(h) using the e-mail or the network connection for offensive activities. It is
inappropriate to use e-mail or the internet to access, send, or receive information
on, or in support of, activities that are illegal or offensive. Such activities include,
but are not limited to, hate speech or material that ridicules or degrades others
on the basis of race, creed, religion, color, sex, disability, national origin, or
sexual orientation.
(end)
Provision 7-60, Judiciary-Furnished Property or Services
Include the following provision as prescribed in 720.10.40(a) (Clauses).
Judiciary-Furnished Property or Services (JAN 2003)
No property or services will be furnished by the judiciary unless specifically

provided for in the solicitation.
(end)
Clause 7-65, Protection of Judiciary Buildings, Equipment, and Vegetation
Protection of Judiciary Buildings, Equipment, and Vegetation (APR 2013)
The contractor shall use reasonable care to avoid damaging buildings,

equipment, and vegetation (such as trees, shrubs, and grass) on the judiciary
facility. If the contractors failure to use reasonable care causes damage to any
of this property, the contractor shall replace or repair the damage at no expense
to the judiciary, as the contracting officer directs. If the contractor fails or refuses
to make such repair or replacement, the contractor shall be liable for the cost,
which may be deducted from the contract price.
(end)
Clause 7-70, Judiciary Property Furnished "As Is"
Judiciary Property Furnished "As Is" (APR 2013)
(a) The judiciary makes no warranty whatsoever with respect to judiciary property
furnished "as is," except that the property is in the same condition when placed at
the F.o.b. point specified in the solicitation as when inspected by the contractor
pursuant to the solicitation or, if not inspected by the contractor, as when last
available for inspection under the solicitation.
(b) The contractor may repair any property made available on an "as is" basis. Such
repair will be at the contractor's expense except as otherwise provided in this
clause. Such property may be modified at the contractor's expense, but only with
the written permission of the contracting officer. Any repair or modification of
property furnished "as is" shall not affect the title of the judiciary.
(c) If there is any change in the condition of judiciary property furnished "as is " from
the time inspected or last available for inspection under the solicitation to the time
placed on board at the location specified in the solicitation, and such change will
adversely affect the contractor, the contractor shall, upon receipt of the property,
notify the contracting officer detailing the facts and, as directed by the contracting
officer, either (1) return such property at the judiciary's expense or otherwise
dispose of the property or (2) effect repairs to return the property to its condition
when inspected under the solicitation or, if not inspected, last available for
inspection under the solicitation. After completing the directed action and upon
written request of the contractor, the contracting officer will equitably adjust any
contractual provisions affected by the return, disposition, or repair in accordance
with the procedures provided for in the Changes clause of this contract. The
foregoing provisions for adjustment are the exclusive remedy available to the
contractor, and the judiciary shall not be otherwise liable for any delivery of
judiciary property furnished "as is" in a condition other than that in which it was
originally offered.
(end)
Clause 7-75, Subcontracts
Subcontracts (JAN 2003)
Approved Purchasing System means a contractors purchasing system that has

been reviewed and approved in writing.
Consent to Subcontract means the contracting officers written consent for the
contractor to enter into a particular subcontract.
Subcontract means any contract entered into by a subcontractor to furnish

products or services for performance of the prime contract or a subcontract. It
includes, but is not limited to, purchase orders, and changes and modifications to
purchase orders.
(b) This clause does not apply to subcontracts for special test equipment.
(c) When this clause is included in a fixed-price type contract, consent to

subcontract is required only on unpriced contract actions (including unpriced
modifications or unpriced purchase/delivery/task orders), and only if required in
accordance with paragraph (d) or (e) of this clause.
(d) If the contractor does not have a written approved purchasing system, consent to
subcontract is required for any subcontract that:
(1) is of the cost-reimbursement, time-and-materials, or labor-hour type; or
(2) is fixed price and exceeds either the judiciarys small purchase threshold
or five percent of the total estimated cost of the contract.
(e) If the contractor has a written approved purchasing system, the contractor
nevertheless shall obtain the contracting officers written consent before placing
the following contracts:
_____________________________________________________________
_______________________________________________________________
(f) (1) The contractor shall notify the contracting officer reasonably in advance of
placing any subcontract or modification thereof for which consent is
required under paragraph (c), (d), or (e) of this clause, including the
following information:
(i) a description of the products or services to be subcontracted;
(ii) identification of the type of subcontract to be used;
(iii) identification of the proposed subcontractor;
(iv) the proposed subcontract price;
(v) the subcontractors detailed cost information, if required by other

contract provisions;
(vi) a negotiation memorandum reflecting:

(A) the principal elements of the subcontract price negotiations;
(B) the most significant considerations controlling establishment

of initial or revised prices;
(C) the reason detailed cost information was or was not

required;
(D) the extent, if any, to which the contractor did not rely on the
subcontractors detailed cost information in determining the
price objective and in negotiating the final price;
(E) the extent to which it was recognized in the negotiation that

the subcontractors detailed cost information was not
accurate, complete, or current; the action taken by the
contractor and the subcontractor; and the effect of any such
defective cost information on the total price negotiated;
(F) the reasons for any significant difference between the

contractors price objective and the price negotiated; and
(G) a complete explanation of the incentive fee or profit plan

when incentives are used. The explanation shall identify
each critical performance element, management decisions
used to quantify each incentive element, reasons for the
incentives, and a summary of all trade-off possibilities
considered.
(2) If the contractor has a written approved purchasing system and consent is
not required under paragraph (c), (d), or (e) of this clause, the contractor
nevertheless shall notify the contracting officer reasonably in advance of
entering into any (i) cost-plus-fixed-fee subcontract, or (ii) fixed-price
subcontract that exceeds either the small purchases threshold or five
percent of the total estimated cost of this contract. The notification shall
include the information required by paragraphs (f)(1)(i) through (f)(1)(iv) of
this clause.
(g) Unless the consent or approval specifically provides otherwise, neither consent
by the contracting officer to any subcontract nor approval of the contractors
purchasing system will constitute a determination:
(1) of the acceptability of any subcontract terms or conditions;
(2) of the allowability of any cost under this contract; or

(3) to relieve the contractor of any responsibility for performing this contract.
(h) No subcontract or modification thereof placed under this contract shall provide for
payment on a cost-plus-a-percentage-of-cost basis, or any fee payable under
cost-reimbursement type subcontracts will not exceed the fee limitations.
(i) The contractor shall give the contracting officer immediate written notice of any
action or suit filed and prompt notice of any claim made against the contractor by
any subcontractor or vendor that, in the opinion of the contractor, may result in
litigation related in any way to this contract, with respect to which the contractor
may be entitled to reimbursement from the judiciary.
(j) The judiciary reserves the right to review the contractors purchasing system.
(k) Paragraphs (d) and (f) of this clause do not apply to the following subcontracts,
which were evaluated during negotiations.
(end)
Clause 7-80, Competition in Subcontracting
Competition in Subcontracting (JAN 2003)
The contractor shall select subcontractors (including suppliers) on a competitive

basis to the maximum practical extent consistent with the objectives and
requirements of the contract.
(end)
Clause 7-85, Examination of Records
Include the following clause as prescribed in 730.20.20 (Contractor Record

Retention).
Examination of Records (JAN 2003)
(a) The judiciary will have access to and the right to examine any directly pertinent
books, documents, papers, or other records of the contractor involving
transactions related to this contract, until three years after final payment under
this contract, or for any shorter period specified for particular records.
(b) The contractor agrees to include in all subcontracts under this contract a
provision to the effect that the judiciary will have until three years after final
payment under the contract, or for any shorter specified period for particular
records, have access to and the right to examine any directly pertinent books,
documents, papers, or other records of the subcontractor involving transactions
related to the subcontract. The term subcontract as used in this clause excludes:
(1) purchase orders; and
(2) subcontracts for public utility services at rates established for uniform
applicability to the general public.
(end)
Clause 7-95, Contractor Inspection Requirements
Include the following clause as prescribed in 220.10.70(d) (Clauses for Inclusion in

Solicitations or Contracts).
Contractor Inspection Requirements (JAN 2003)
The contractor is responsible for performing or having performed all inspections

and tests necessary to substantiate that the products or services furnished under
this contract conform to contract requirements, including any applicable technical
requirements for specified manufacturers' parts. This clause takes precedence
over any judiciary inspection and testing required in the contract's specifications,
except for specialized inspections or tests specified to be performed solely by the
judiciary.
(end)
Clause 7-100A, Limitation of Liability (Products)
Include the following clause as prescribed in 220.10.70(e) (Clauses for Inclusion in

Limitation of Liability (Products) (JAN 2003)
(a) Except as provided in paragraphs (b) and (c) this clause, and except for
remedies expressly provided elsewhere in this contract, the contractor shall not
be liable for loss of or damage to property of the judiciary (excluding the products
delivered under this contract) that:
(1) occurs after judiciary acceptance of the products delivered under this
contract; and
(2) results from any defects or deficiencies in the products.
(b) The limitation of liability under paragraph (a) of this clause shall not apply when a
defect or deficiency in, or the judiciary's acceptance of, the products results from
willful misconduct or lack of good faith on the part of any of the contractor's
managerial personnel. The term "contractor's managerial personnel," as used in
this clause, means the contractor's directors, officers, and any of the contractor's
managers, superintendents, or equivalent representatives who have supervision
or direction of:
(1) all or substantially all of the contractor's business;
(2) all or substantially all of the contractor's operations at any one plant,
laboratory, or separate location at which the contract is being performed;
or
(3) a separate and complete major industrial operation connected with the
(c) If the contractor carries insurance, or has established a reserve for self-
insurance, covering liability for loss or damage suffered by the judiciary through
purchase or use of the products required to be delivered under this contract or
the contractors performance of services or furnishing of materials under this
contract, the contractor shall be liable to the judiciary, to the extent of such
insurance or reserve, for loss of or damage to property of the judiciary occurring
after judiciary acceptance of, and resulting from any defects or deficiencies in,
the products delivered under this contract.
(end)
Clause 7-100B, Limitation of Liability (Services)
Include the following clause as prescribed in 220.10.70(f) (Clauses for Inclusion in

Limitation of Liability (Services) (JAN 2003)
(a) Except as provided in paragraphs (b) and (c) of this clause, and except to the
extent that the contractor is expressly responsible under this contract for
deficiencies in the services required to be performed under it (including any
materials furnished in conjunction with those services), the contractor shall not be
liable for loss of or damage to property of the judiciary that:
(1) occurs after judiciary acceptance of services performed under this

contract; and
(2) results from any defects or deficiencies in the services performed or

materials furnished.
(b) The limitation of liability under paragraph (a) of this clause shall not apply when a
defect or deficiency in, or the judiciarys acceptance of, services performed or
materials furnished results from willful misconduct or lack of good faith on the
part of any of the contractors managerial personnel. The term contractors
managerial personnel, as used in this clause, means the contractors directors,
officers, and any of the contractors managers, superintendents, or equivalent
representatives who have supervision or direction of:
(1) all or substantially all of the contractors business;
(2) all or substantially all of the contractors operations at any one plant,
laboratory, or separate location at which the contract is being performed;
or
(3) a separate and complete major industrial operation connected with the
(c) If the contractor carries insurance, or has established a reserve for self-
insurance, covering liability for loss or damage suffered by the judiciary through
the contractors performance of services or furnishing of materials under this
contract, the contractor shall be liable to the judiciary, to the extent of such
insurance or reserve, for loss of or damage to property of the judiciary occurring
after judiciary acceptance of, and resulting from any defects and deficiencies in,
services performed or materials furnished under this contract.
(end)
Clause 7-110, Bankruptcy

Bankruptcy (JAN 2003)
In the event the contractor enters into proceedings relating to bankruptcy,

whether voluntary or involuntary, the contractor agrees to furnish, by certified
mail or electronic commerce method authorized by the contract, written
notification of the bankruptcy to the contracting officer responsible for
administering the contract. This notification shall be furnished within five
calendar days of the initiation of the bankruptcy proceedings relating to
bankruptcy filing. This notification shall include the date on which the bankruptcy
petition was filed, the identity of the court in which the petition was filed, and a list
of judiciary contract numbers and contracting offices for all judiciary contracts
pursuant to which final payment has not been made. This obligation remains in
effect until final payment under this contract.
(end)
Clause 7-115, Availability of Funds
Include the following clause as prescribed in 220.50.90(a) (Clauses for Contracting in

Advance of Funds).
Availability of Funds (JAN 2003)
Funds are not presently available for this contract. The judiciary's obligation
under this contract is contingent upon the availability of appropriated funds from
which payment for contract purposes can be made. No legal liability on the part
of the judiciary for any payment may arise until funds are made available to the
contracting officer for this contract and until the contractor receives notice of such
availability, to be confirmed in writing by the contracting officer.
(end)
Clause 7-120, Availability of Funds for the Next Fiscal Year
Include the following clause as prescribed in 220.50.90(b) (Clauses for Contracting in

Advance of Funds).
Availability of Funds for the Next Fiscal Year (JAN 2003)
Funds are not presently available for performance under this contract beyond
________. The judiciary's obligation for performance of this contract beyond that
date is contingent upon the availability of appropriated funds from which payment
for contract purposes can be made. No legal liability on the part of the judiciary
for any payment may arise for performance under this contract beyond _____,
until funds are made available to the contracting officer for performance and until
the contractor receives notice of availability, to be confirmed in writing by the
(end)
Clause 7-125, Invoices
Invoices (APR 2011)
(a) Invoices shall be submitted to the address (physical or e-mail) specified in this
contract and in accordance with any schedule for payments set forth elsewhere
(b) The office that will make payments due under this contract will be designated in
the contract at the time of contract award.
(c) To constitute a proper invoice, the billing document shall include the following
information and/or attached documentation:
(1) name of business concern and such businesss Taxpayer Identification

Number;
(2) period(s) covered by invoice and invoice date;
(3) purchase order or contract number or other authorization for delivery of

property or services, e.g., delivery/task order number for orders under
indefinite delivery contracts ;
(4) for each line item general description of product delivered or services
rendered, measured unit, and associated price;
(5) any applicable payment discount terms;
(6) total amount billed;
(7) a subtotal of any and all fees or credits applied to the invoice;
(8) an amount due (if any) or credit balance;
(9) name (where practicable), title, phone number, fax number, and complete
mailing address of the responsible official to whom payment is to be sent.
The remit to address shall correspond to the remittance address in the

contract;
(10) other substantiating documentation or information as required by the

purchase/delivery/task order or contract;
(11) all follow-up invoices shall be marked Duplicate of Original. Contractor

questions regarding payment information or check identification shall be
directed to the relevant paying authority specified in the contract.
(end)
Alternate I (JAN 2010): As prescribed in 520.75(f), and when applicable, the

contracting officer must substitute the following paragraph (c)(4) for paragraphs
(c)(4) of the basic Clause 7-125.
(4) All invoices for services under this agreement shall indicate in detail the
following:
(i) person performing service each day by hour and part of an hour;
(ii) services performed each day by hour and part of an hour;
(iii) rates and charges for each service so detailed; and
(iv) individual expenses charged, if allowed under this agreement.
Note: Minimum charges for portions of an hour may be allowed, if such a

charging practice has been disclosed before award of this agreement.
Clause 7-130, Interest (Prompt Payment)
Include the following clause as prescribed in 740.30.30 (Payment of Interest).
Interest (Prompt Payment) (JAN 2003)
The provisions of the Prompt Payment Act of 1982 and OMB Budget Circular A
125 concerning interest on overdue payments are not applicable to the judiciary.
Therefore, interest is not payable under this contract for overdue payments.
(end)
Clause 7-135, Payments
Payments (APR 2013)
The judiciary will pay the contractor, upon the submission of proper invoices or
vouchers, the prices stipulated in this contract for products delivered and
accepted or services rendered and accepted, less any deductions provided in
this contract. Unless otherwise specified in this contract, payment will be made
on partial deliveries accepted by the judiciary if:
(1) the amount due on the deliveries warrants it; or
(2) the contractor requests it and the amount due on the deliveries is at least
$1,000 or 50 percent of the total contract price.
Unless authorized elsewhere in this contract, payments will not be made more
often than monthly.
(end)
Clause 7-140, Discounts for Prompt Payment
Discounts for Prompt Payment (JAN 2003)
(a) Discounts for prompt payment will not be considered in the evaluation of offers.
However, any offered discount will form a part of the award, and will be taken if
payment is made within the discount period indicated in the offer by the offeror.
As an alternative to offering a discount for prompt payment in conjunction with
the offer, offerors awarded contracts may include discounts for prompt payment
on individual invoices.
(b) In connection with any discount offered for prompt payment, time will be
computed from the date of the invoice. If the contractor has not placed a date on
the invoice, the due date will be calculated from the date the designated billing
office receives a proper invoice, provided the judiciary annotates such invoice
with the date of receipt at the time of receipt. For the purpose of computing the
discount earned, payment will be considered to have been made on the date that
appears on the payment check or, for an electronic funds transfer, the specified
payment date. When the discount date falls on a Saturday, Sunday, or legal
holiday when judiciary offices are closed and judiciary business is not expected
to be conducted, payment may be made on the following business day.
(end)
Clause 7-145, Government Purchase Card
Government Purchase Card (JAN 2003)
(a) Card holders may use an authorized government purchase card to make
payments for orders placed against this contract.
(b) Purchase Card Terms: In accepting the purchase card as payment, the
contractor agrees to abide by the terms of the GSA purchase card contract.
(c) Backorder: In accordance with the GSA purchase card contract, the contractor
may not charge for back-ordered products before shipment,
(d) Taxes: Government purchases are generally not subject to state or local taxes,
with limited exceptions in Arizona, New Mexico and Hawaii.
(e) Unauthorized card: If the contractor determines that the card bearer is not an
authorized cardholder, or that the card is not an authorized government purchase
card, then the contractor shall immediately notify the contracting officer.
(f) Disputes: Any purchase card disputes will be resolved in accordance with the
GSA purchase card contract.
(g) Payments: Purchase card payments will be made in accordance with the GSA
purchase card contract.
(end)
Clause 7-150, Extras
Extras (JAN 2003)
Except as otherwise provided in this contract, no payment for extras will be made
unless such extras, and the price for such extras, have been authorized in writing
by the contracting officer.
(end)
Clause 7-155, Certification of Final Indirect Costs
Certification of Final Indirect Costs (JAN 2003)
(a) The contractor shall:
(1) certify any offer to establish or modify final indirect cost rates;
(2) use the format in paragraph (c) of this clause to certify; and
(3) have the certificate signed by an individual of the contractor's organization

at a level no lower than a vice president or chief financial officer of the
business segment of the contractor that submits the offer.
(b) Failure by the contractor to submit a signed certificate, as described in this

clause, may result in final indirect costs at rates unilaterally established by the
(c) The certificate of final indirect costs shall read as follows:
Certificate of Final Indirect Costs
This is to certify that I have reviewed this offer to establish final

indirect cost rates and to the best of my knowledge and belief:
(1) all costs included in this offer ____________(identify offer and

date) to establish final indirect cost rates for ________(identify
period covered by rate) are allowable in accordance with the cost
principles in the Guide to Judiciary Policy, Vol 14, Ch 4 applicable
to the contracts to which the final indirect cost rates will apply; and
(2) this offer does not include any costs which are expressly
unallowable under cost principles of the Guide to Judiciary Policy,
Vol 14, Ch 4.
Firm: _____________________________________
Signature: _________________________________
Name of Certifying Official: __________________
Title: _____________________________________
Date of Execution: __________________________
(end)
Clause 7-160, Limitation on Withholding of Payments
Limitation on Withholding of Payments (APR 2013)
If more than one clause or term of this contract authorizes the temporary
withholding of amounts otherwise payable to the contractor for products delivered
or services performed, the total of the amounts withheld at any one time shall not
exceed the greatest amount that may be withheld under any one clause or term
at that time; provided, that this limitation shall not apply to:
(1) withholdings pursuant to any clause relating to wages or hours of

employees;
(2) withholdings not specifically provided for by this contract;
(3) the recovery of overpayments; and
(4) any other withholding for which the contracting officer determines that this
limitation is inappropriate.
(end)
Clause 7-165, Penalties for Unallowable Costs
Penalties for Unallowable Costs (JUN 2012)
(a) Definition. "Offer," as used in this clause, means either:
(1) a final indirect cost rate offer submitted by the contractor after the
expiration of its fiscal year which:
(i) relates to any payment made on the basis of billing rates; or
(ii) will be used in negotiating the final contract price; or
(2) the final statement of costs incurred and estimated to be incurred under
the Incentive Price Revision clause (if applicable), which is used to
establish the final contract price.
(b) Contractors which include unallowable indirect costs in an offer may be subject to
penalties. The penalties are prescribed in 10 U.S.C. 2324 or 41 U.S.C. 4303,
as applicable.
(c) The contractor shall not include in any offer any cost that is unallowable, as
defined in the Guide to Judiciary Policy, Vol 14, Ch 4.
(d) If the contracting officer determines that a cost submitted by the contractor in its
offer is expressly unallowable, the contractor shall be assessed a penalty equal
to:
(1) the amount of the disallowed cost allocated to this contract; plus
(2) simple interest, to be computed:
(i) on the amount the contractor was paid on a billing payment in

excess of the amount to which the contractor was entitled; and
(ii) using the applicable rate effective for each six-month interval
prescribed by the Secretary of the Treasury pursuant to Pub. L. 92
41 (85 Stat. 97).
(e) If the contracting officer determines that a cost submitted by the contractor in its
offer includes a cost previously determined to be unallowable for that contractor,
then the contractor will be assessed a penalty in an amount equal to two times
the amount of the disallowed cost allocated to this contract.
(f) Determinations under paragraphs (d) and (e) of this clause are final decisions.
(g) In certain cases, the contracting officer may waive the penalties in paragraph (d)
or (e) of this clause. The contracting officer will provide a written determination of
the reasons for the waiver in the contract file.
(h) Payment by the contractor of any penalty assessed under this clause does not
constitute repayment to the judiciary of any unallowable cost which has been
paid by the judiciary to the contractor.
(end)
Clause 7-170, Notice of Intent to Disallow Costs
Notice of Intent to Disallow Costs (JAN 2003)

(a) Notwithstanding any other clause of this contract:
(1) The contracting officer may at any time issue to the contractor a written
notice of intent to disallow specified costs incurred or planned for
incurrence under this contract that have been determined not to be
allowable under the contract terms; and
(2) The contractor may, after receiving a notice under paragraph (a)(1) of this
clause, submit a written response to the contracting officer, with
justification for allowance of the costs. If the contractor does respond
within 60 days, the contracting officer will, within 60 days of receiving the
response, either make a written withdrawal of the notice or issue a written
decision.
(b) Failure to issue a notice under this Notice of Intent to Disallow Costs clause will
not affect the judiciary's rights to take exception to incurred costs.
(end)
Clause 7-175, Assignment of Claims
Assignment of Claims (JAN 2003)
(a) The contractor may assign its rights to be paid amounts due or to become due as
a result of the performance of this contract to a bank, trust company, or other
financing institution, including any federal lending agency. The assignee under
such an assignment may thereafter further assign or reassign its right under the
original assignment to any type of financing institution described in the preceding
sentence.
(b) Any assignment or reassignment authorized under this clause will cover all
unpaid amounts payable under this contract, and will not be made to more than
one party, except that an assignment or reassignment may be made to one party
as agent or trustee for two or more parties participating in the financing of this
contract.
(c) The contractor shall not furnish or disclose to any assignee under this contract
any sensitive or classified document (including this contract) or information
related to work under this contract unless the contracting officer authorizes such
action in writing.
(end)
Clause 7-180, Prohibition of Assignment of Claims
Prohibition of Assignment of Claims (JUN 2012)
The assignment of claims under the Assignment of Claims Act of 1940, as

amended, 31 U.S.C. 3727, 41 U.S.C. 6305, is prohibited for this contract.
(end)
Clause 7-185, Changes
Changes (APR 2013)
(a) The contracting officer may at any time, by written order, and without notice to
the sureties, if any, make changes within the general scope of this contract in any
one or more of the following:
(1) drawings, designs, or specifications when the products to be furnished are

to be specially manufactured for the judiciary in accordance with the
drawings, designs, or specifications;
(2) statement of work or description of services to be performed;
(3) method of shipment or packing of products;
(4) place of delivery of products or place of performance;
(5) delivery or performance schedule, time (i.e. hours of the day, days of the
week, etc.) or place of delivery or performance of services;
(6) judiciary-furnished property or facilities.
(b) If any such change causes an increase or decrease in the cost of, or the time
required for, performance of any part of the work under this contract, whether or
not changed by the order, the contracting officer will make an equitable
adjustment in the contract price, the delivery schedule, or both, and will modify
the contract.
(c) The contractor shall assert its right to an adjustment within 30 days from the date
of receipt of the written order. However, if the contracting officer decides that the
facts justify it, the contracting officer may receive and act upon an offer submitted
before final payment of the contract.
(d) If the contractors offer includes the cost of property made obsolete or excess by
the change, the contracting officer will have the right to prescribe the manner of
the disposition of the property.
(e) Failure to agree to any adjustment is a dispute under the Disputes clause.
However, nothing in this clause will excuse the contractor from proceeding with
the contract as changed.
(end)
Alternate I (APR 2013): In accordance with 745.40.40(b) (Clauses), substitute the

following paragraphs (b) and (d) for the same numbered paragraphs of the basic clause
in cost-reimbursement contracts.
(b) If any such change causes an increase or decrease in the estimated cost of, or
the time required for, performance of any part of the work under this contract,
whether or not changed by the order, or otherwise affects any other terms and
conditions of this contract, the contracting officer will make an equitable
adjustment in the:
(1) estimated cost, delivery or completion schedule, or both;
(2) amount of any fixed fee; and
(3) other affected terms and shall modify the contract accordingly.
(d) Notwithstanding the terms and conditions of paragraphs (a) and (b) of this
clause, the estimated cost of this contract and, if this contract is incrementally
funded, the funds allotted for the performance of this contract, shall not be
increased or considered to be increased except by specific written modification of
the contract indicating the new contract estimated cost and, if this contract is
incrementally funded, the new amount allotted to the contract. Until this
modification is made, the contractor shall not be obligated to continue
performance or incur costs beyond the point established in either Clause 4-85,
Limitation of Cost, or Clause 4-90, Limitation of Funds, of this contract, whichever
is applicable.
Alternate II (APR 2013): In accordance with 745.40.40(c) (Clauses), substitute

following for paragraph (b) of the basic clause in time-and-materials or labor-hour
contracts.
(b) If any change causes an increase or decrease in the hourly rates, the ceiling
price, or the time required for performance of any part of the work under this
contract, whether or not changed by the order, or otherwise affects any other
terms and conditions of this contract, the contracting officer will make an
equitable adjustment in any one or more of the following and will modify the
contract accordingly:
(1) ceiling price;
(2) hourly rates;
(3) delivery schedule or completion date; and
(4) other affected terms.
Alternate III (APR 2013): In accordance with 745.40.40(d) (Clauses), substitute

following for paragraph (a) of the basic clause in firm-fixed-price architect-engineer
contracts and add paragraph (f).
(a) The contracting officer may at any time, by written order, and without notice to
the sureties, if any, make changes within the general scope of this contract in the
services to be performed.
(f) No services for which an additional cost or fee will be charged by the contractor
shall be furnished without the prior written authorization of the contracting officer.
Clause 7-190, Change Order Accounting
Change Order Accounting (JAN 2003)
The contracting officer may require change order accounting whenever the
estimated cost of a change or series of related changes exceeds the judiciarys
small purchase threshold. The contractor, for each change or series of related
changes, shall maintain separate accounts, by job order or other suitable
accounting procedure, of all incurred segregable, direct costs (less allocable
credits) of work, both changed and not changed, allocable to the change. The
contractor shall maintain such accounts until the parties agree to an equitable
adjustment for the changes ordered by the contracting officer or the matter is
conclusively disposed of in accordance with the Disputes clause.
(end)
Clause 7-195, Excusable Delays
Excusable Delays (JAN 2003)
(a) Except for defaults of subcontractors at any tier, the contractor will not be in
default because of any failure to perform this contract under its terms if the failure
arises from causes beyond the control and without the fault or negligence of the
contractor. Examples of these causes are (1) acts of God or of the public enemy,
(2) acts of the government in its sovereign capacity or of the judiciary in its
contractual capacity, (3) fires, (4) floods, (5) epidemics, (6) quarantine
restrictions, (7) strikes, (8) freight embargoes, and (9) unusually severe weather.
In each instance, the failure to perform shall be beyond the control and without
the fault or negligence of the contractor. Default includes failure to make
progress in the work so as to endanger performance.
(b) If failure to perform is caused by the failure of a subcontractor at any tier to

perform or make progress, and if the cause of the failure was beyond the control
of both the contractor and subcontractor, and without the fault or negligence of
either, the contractor will not be deemed to be in default, unless:
(1) the subcontract products or services were obtainable from other sources;
(2) the contracting officer ordered the contractor in writing to purchase these
products or services from the other source; and
(3) the contractor failed to comply reasonably with this order.
(c) Upon request of the contractor, the contracting officer will ascertain the facts and
extent of the failure. If the contracting officer determines that any failure to
perform resulted from one or more of the causes above, the delivery schedule
will be revised, subject to the rights of the judiciary under the termination clause
of this contract.
(end)
Clause 7-200, Judiciary Delay of Work
Judiciary Delay of Work (JAN 2003)

(a) If the performance of all or any part of the work of this contract is delayed or
interrupted (1) by an act of the contracting officer in the administration of this
contract that is not expressly or impliedly authorized by this contract, or (2) by a
failure of the contracting officer to act within the time specified in this contract, or
within a reasonable time if not specified, an adjustment (excluding profit) will be
made for any increase in the cost of performance of this contract caused by the
delay or interruption and the contract will be modified in writing accordingly.
Adjustment will also be made in the delivery or performance dates and any other
contractual term or condition affected by the delay or interruption. However, no
adjustment will be made under this clause for any delay or interruption to the
extent that performance would have been delayed or interrupted by any other
cause, including the fault or negligence of the contractor, or for which an
adjustment is provided or excluded under any other term or condition of this
contract.
(b) A claim under this clause will not be allowed:
(1) for any costs incurred more than 20 days before the contractor shall have
notified the contracting officer in writing of the act or failure to act involved;
and
(2) unless the claim, in an amount stated, is asserted in writing as soon as

practicable after the termination of the delay or interruption, but not later
than the day of final payment under the contract.
(end)
Clause 7-205, Payment for Judiciary Holidays
Payment for Judiciary Holidays (APR 2013)
On judiciary holidays, on-site contractors are not entitled to compensation unless:

1) the contract requires the contractor to be on-site at the judiciary facility during
the holiday; 2) the contract specifically provides for compensation to the
contractor on judiciary holidays; or 3) the contractor obtains approval from the
contracting officer or designated contracting officers representative (COR) to
perform work at an off-site location. The following holidays are observed by the
judiciary: New Years Day, Birthday of Martin Luther King, Jr., Presidential
Inauguration Day (metropolitan DC area only), Washingtons Birthday, Memorial
Day, Independence Day, Labor Day, Columbus Day, Veterans Day,
Thanksgiving Day, Christmas Day.
(end)
Clause 7-210, Payment for Emergency Closures
Payment for Emergency Closures (APR 2013)
During an emergency closure of the judiciary, or any individual judiciary office,

taken in its sovereign capacity for the public good, the judiciary is not obligated to
compensate contractors during the emergency closure, unless: 1) the contract
specifically requires the contractor to be on-site at the judiciary facility during an
emergency closure; 2) the contract specifically provides for compensation to the
contractor even when the government acts in its sovereign capacity; or 3) the
contractor obtains approval from the contracting officer or designated contracting
officers representative (COR) to perform work at an off-site location.
(end)
Clause 7-215, Notification of Ownership Changes
Include the following clause as prescribed in 745.55.40(i) (Novation Agreements).
Notification of Ownership Changes (JAN 2003)
(a) The contractor shall make the following notifications in writing:
(1) when the contractor becomes aware that a change in its ownership has
occurred, or is certain to occur, that could result in changes in the
valuation of its capitalized assets in the accounting records, the contractor
shall notify the contracting officer within 30 days;
(2) the contractor shall also notify the contracting officer within 30 days
whenever changes to asset valuations or any other cost changes have
occurred or are certain to occur as a result of a change in ownership.
(b) The contractor shall:
(1) maintain current, accurate, and complete inventory records of assets and
their costs;
(2) provide the contracting officer or designated representative ready access

to the records upon request;
(3) ensure that all-individual and grouped assets, their capitalized values,
accumulated depreciation or amortization, and remaining useful lives are
identified accurately before and after each of the contractor's ownership
changes; and
(4) retain and continue to maintain depreciation and amortization schedules

based on the asset records maintained before each contractor ownership
change.
(c) The contractor shall include the substance of this clause in all subcontracts under
this contract.
(end)
Clause 7-220, Termination for Convenience of the Judiciary (Fixed-Price)
Termination for Convenience of the Judiciary (Fixed-Price) (JAN 2003)
(a) The judiciary may terminate performance of work under this contract in whole or,
from time to time, in part if the contracting officer determines that termination is in
the judiciarys interest. The contracting officer will terminate by delivering to the
contractor a notice of termination specifying the extent of the termination and the
effective date.
(b) After receipt of a notice of termination, and except as directed by the contracting
officer, the contractor shall immediately proceed with the following obligations,
regardless of any delay in determining or adjusting any amounts due under this
clause:
(1) stop work as specified in the notice;
(2) place no further subcontracts or orders (referred to as subcontracts in this

clause) for materials, services, or facilities except as necessary to
complete the continued portion of the contract;
(3) terminate all orders and subcontracts to the extent they relate to the work
terminated;
(4) assign to the judiciary, as directed by the contracting officer, all right, title,
and interest of the contractor under the subcontracts terminated, in which
case the judiciary shall have the right to settle or to pay any termination
settlement offer arising out of those terminations;
(5) with written approval or ratification to the extent required by the

contracting officer, settle all outstanding liabilities and termination
settlement offers arising from the termination of subcontracts; the written
approval or ratification will be final for purposes of this clause;
(6) as directed by the contracting officer, transfer title and deliver to the
judiciary:
(i) the fabricated or unfabricated parts, work in process, completed

work, supplies, and other material produced or acquired for the
work terminated; and
(ii) the completed or partially completed plans, drawings, information,

and other property that, if the contract had been completed, would
be required to be furnished to the judiciary;
(7) complete performance of the work not terminated;
(8) take any action that may be necessary, or that the contracting officer may
direct, for the protection and preservation of the property related to this
contract that is in the possession of the contractor and in which the
judiciary has or may acquire an interest;
(9) use its best efforts to sell, as directed or authorized by the contracting
officer, any property of the types referred to in paragraph (b)(6) of this
clause, provided, however, that the contractor (i) is not required to extend
credit to any purchaser and (ii) may acquire the property under the
conditions prescribed by, and at prices approved in writing by, the
contracting officer. The proceeds of any transfer or disposition will be
applied to reduce any payments to be made by the judiciary under this
contract, credited to the price or cost of the work, or paid in any other
manner directed by the contracting officer.
(c) The contractor shall submit complete termination inventory schedules no later
than 120 days from the effective date of termination, unless extended in writing
by the contracting officer upon written request of the contractor within this 120
day period.
(d) After expiration of the plant clearance period, the contractor may submit to the
contracting officer a list, certified as to quantity and quality, of termination
inventory not previously disposed of, excluding items authorized for disposition
by the contracting officer. The contractor may request the judiciary to remove
those items or enter into an agreement for their storage. Within 15 days, the
judiciary will accept title to those items and remove them or enter into a storage
agreement. The contracting officer may verify the list upon removal of the items,
or if stored, within 45 days from submission of the list, and will correct the list, as
necessary, before final settlement.
(e) After termination, the contractor shall submit a final termination settlement offer
to the contracting officer in the form and with the certification prescribed by the
contracting officer. The contractor shall submit the offer promptly, but no later
than 1 year from the effective date of termination, unless extended in writing by
the contracting officer upon written request of the contractor within this 1-year
period. However, if the contracting officer determines that the facts justify it, a
termination settlement offer may be received and acted on after the 1 year or any
extension. If the contractor fails to submit the offer within the time allowed, the
contracting officer may determine, on the basis of information available, the
amount, if any, due the contractor because of the termination and shall pay the
amount determined.
(f) Subject to paragraph (e) of this clause, the contractor and contracting officer may
agree upon the whole or any part of the amount to be paid or remaining to be
paid because of the termination. The amount may include a reasonable
allowance for profit on work done. However, the agreed amount, whether under
this paragraph (f) or paragraph (g) of this clause, exclusive of costs shown in
paragraph (g)(3) of this clause, may not exceed the total contract price as
reduced by (1) the amount of payments previously made and (2) the contract
price of work not terminated. The contract will be modified, and the contractor
paid the agreed amount. Paragraph (g) of this clause will not limit, restrict, or
affect the amount that may be agreed upon to be paid under this paragraph.
(g) If the contractor and the contracting officer fail to agree on the whole amount to
be paid because of the termination of work, the contracting officer will pay the
contractor amounts determined by the contracting officer as follow, but without
duplication of any amounts agreed on under paragraph (f) of this clause:
(1) the contract price for completed products or services accepted by the
judiciary (or sold or acquired under paragraph (b)(9) of this clause) not
previously paid for, adjusted for any saving of freight and other charges;
(2) the total of:
(i) the costs incurred in the performance of the work terminated,

including initial costs and preparatory expense allocable thereto,
but excluding any costs attributable to products or services paid or
to be paid under paragraph (g)(1) of this clause;
(ii) the cost of settling and paying termination settlement offers under
terminated subcontracts that are properly chargeable to the
terminated portion of the contract if not included in subdivision
(g)(2)(i) of this clause; and
(iii) a sum, as profit on subdivision (g)(2)(i) of this clause, determined

by the contracting officer; in effect on the date of the contract, to be
fair and reasonable; however, if it appears that the contractor would
have sustained a loss on the entire contract had it been completed,
the contracting officer will allow no profit under this subdivision
(g)(2)(iii) and will reduce the settlement to reflect the indicated rate
of loss.
(3) the reasonable costs of settlement of the work terminated, including:
(i) accounting, legal, clerical, and other expenses reasonably

necessary for the preparation of termination settlement offers and
supporting data;
(ii) the termination and settlement of subcontracts (excluding the

amounts of such settlements); and
(iii) storage, transportation, and other costs incurred, reasonably

necessary for the preservation, protection, or disposition of the
termination inventory.
(h) Except for normal spoilage, and except to the extent that the judiciary expressly
assumed the risk of loss, the contracting officer will exclude from the amounts
payable to the contractor under paragraph (g) of this clause, the fair value, as
determined by the contracting officer, of property that is destroyed, lost, stolen, or
damaged so as to become undeliverable to the judiciary or to a buyer.
(i) The cost principles and procedures of the Guide to Judiciary Policy, Vol 14, Ch 4,
in effect on the date of this contract, will govern all costs claimed, agreed to, or
determined under this clause.
(j) The contractor shall have the right of appeal under the Disputes clause, from any
determination made by the contracting officer under paragraph (e), (g), or (l) of
this clause, except that if the contractor has failed to submit the termination
settlement offer or request for equitable adjustment within the time provided in
paragraph (e) or (l), respectively, and failed to request an extension of time, there
is no right of appeal.
(k) In arriving at the amount due the contractor under this clause, there will be
deducted:
(1) all unliquidated advance or other payments to the contractor under the
terminated portion of this contract;
(2) any claim which the judiciary has against the contractor under this
contract; and
(3) the agreed price for, or the proceeds of sale of materials, products, or
other things acquired by the contractor or sold under the provisions of this
clause and not recovered by or credited to the judiciary.
(l) If the termination is partial, the contractor may file an offer with the contracting
officer for an equitable adjustment of the price(s) of the continued portion of the
contract. The contracting officer will make any equitable adjustment agreed
upon. Any offer by the contractor for an equitable adjustment under this clause
shall be requested within 90 days from the effective date of termination unless
extended in writing by the contracting officer.
(m) (1) The judiciary may, under the terms and conditions it prescribes, make
partial payments and payments against costs incurred by the contractor
for the terminated portion of the contract, if the contracting officer believes
the total of these payments will not exceed the amount to which the
contractor will be entitled.
(2) If the total payments exceed the amount finally determined to be due, the
contractor shall repay the excess to the judiciary upon demand, together
with interest computed at the rate established by the Secretary of the
Treasury under P. L. 92-41 (85 Stat. 97). Interest will be computed for the
period from the date the excess is repaid. Interest will not be charged on
any excess payment due to a reduction in the contractors termination
settlement offer because of retention or other disposition of termination
inventory until 10 days after the date of the retention or disposition, or a
later date determined by the contracting officer because of the
circumstances.
(n) Unless otherwise provided in this contract, or by statute, the contractor shall
maintain all records and documents relating to the terminated portion of this
contract for 3 years after final settlement. This includes all books and other
evidence bearing on the contractors costs and expenses under this contract.
The contractor shall make these records and documents available to the
judiciary, at the contractors office, at all reasonable times, without any direct
charge. If approved in writing by the contracting officer, photographs,
microphotographs, or other authentic reproductions may be maintained instead

of original records and documents.
(end)
Clause 7-223 Termination for Convenience of the Judiciary (Short Form)
Termination for Convenience of the Judiciary (Short Form) (AUG 2004)
The contracting officer, by written notice, may terminate this contract, in whole or
in part, when it is in the judiciarys interest. If this contract is terminated, the
judiciary shall be liable only for payment under the payment provisions of this
contract for products received or services rendered before the effective date of
termination.
(end)
Clause 7-225, Termination (Cost-Reimbursement)
Termination (Cost-Reimbursement) (APR 2013)
(a) The judiciary may terminate performance of work under this contract in whole or,
from time to time, in part, if:
(1) the contracting officer determines that a termination is in the judiciary's

interest; or
(2) the contractor defaults in performing this contract and fails to cure the
default within 10 days (unless extended by the contracting officer) after
receiving a notice specifying the default. "Default" includes failure to make
progress in the work so as to endanger performance.
(b) The contracting officer will terminate by delivering to the contractor a notice of
termination specifying whether termination is for default of the contractor or for
convenience of the judiciary, the extent of termination, and the effective date. If,
after termination for default, it is determined that the contractor was not in default
or that the contractor's failure to perform or to make progress in performance is
due to causes beyond the control and without the fault or negligence of the
contractor as set forth in the Excusable Delays clause, the rights and obligations
of the parties will be the same as if the termination was for the convenience of
the judiciary.
(c) After receipt of a Notice of Termination, and except as directed by the contracting
officer, the contractor shall immediately proceed with the following obligations,
regardless of any delay in determining or adjusting any amounts due under this
clause:
(1) stop work as specified in the notice;
(2) place no further subcontracts or orders (referred to as subcontracts in this

clause), except as necessary to complete the continued portion of the
contract;
(3) terminate all subcontracts to the extent they relate to the work terminated;
(4) assign to the judiciary, as directed by the contracting officer, all right, title,
and interest of the contractor under the subcontracts terminated, in which
case the judiciary will have the right to settle or to pay any termination
settlement offer arising out of those terminations;
(5) with written approval or ratification to the extent required by the

contracting officer, settle all outstanding liabilities and termination
settlement offers arising from the termination of subcontracts, the cost of
which would be reimbursable in whole or in part, under this contract;
written approval or ratification will be final for purposes of this clause;
(6) transfer title (if not already transferred) and, as directed by the contracting
officer, deliver to the judiciary:
(i) the fabricated or unfabricated parts, work in process, completed

work, products, and other material produced or acquired for the
work terminated;
(ii) the completed or partially completed plans, drawings, information,

and other property that, if the contract had been completed, would
be required to be furnished to the judiciary; and
(iii) the jigs, dies, fixtures, and other special tools and tooling acquired
or manufactured for this contract, the cost of which the contractor
has been or will be reimbursed under this contract;
(7) complete performance of the work not terminated;

(8) take any action that may be necessary, or that the contracting officer may
direct, for the protection and preservation of the property related to this
contract that is in the possession of the contractor and in which the
judiciary has or may acquire an interest; and
(9) use its best efforts to sell, as directed or authorized by the contracting
officer, any property of the types referred to in paragraph (c)(6) of this
clause; provided, however, that the contractor (i) is not required to extend
credit to any purchaser and (ii) may acquire the property under the
conditions prescribed by, and at prices approved in writing by the
contracting officer. The proceeds of any transfer or disposition will be
applied to reduce any payments to be made by the judiciary under this
contract, credited to the price or cost of the work, or paid in any other
manner directed by the contracting officer.
(d) The contractor shall submit complete termination inventory schedules no later
than 120 days from the effective date of termination, unless extended in writing
by the contracting officer upon written request of the contractor within this 120
day period.
(e) After expiration of the plant clearance period, the contractor may submit to the
contracting officer a list, certified as to quantity and quality, of termination
inventory not previously disposed of, excluding items authorized for disposition
by the contracting officer. The contractor may request the judiciary to remove
those items or enter into an agreement for their storage. Within 15 days, the
judiciary will accept the items and remove them or enter into a storage
agreement. The contracting officer may verify the list upon removal of the items,
or if stored, within 45 days from submission of the list, and will correct the list, as
necessary, before final settlement.
(f) After termination, the contractor shall submit a final termination settlement offer
to the contracting officer in the form and with the certification prescribed by the
contracting officer. The contractor shall submit the offer promptly, but no later
than 1 year from the effective date of termination, unless extended in writing by
the contracting officer upon written request of the contractor within this 1-year
period. However, if the contracting officer determines that the facts justify it, a
termination settlement offer may be received and acted on after 1 year or any
extension. If the contractor fails to submit the offer within the time allowed, the
contracting officer may determine, on the basis of information available, the
amount, if any, due the contractor because of the termination and will pay the
amount determined.
(g) Subject to paragraph (f) of this clause, the contractor and the contracting officer
may agree on the whole or any part of the amount to be paid (including an
allowance for fee) because of the termination. The contract will be amended,
and the contractor paid the agreed amount.
(h) If the contractor and the contracting officer fail to agree in whole or in part on the
amount of costs and/or fee to be paid because of the termination of work, the
contracting officer will determine, on the basis of information available, the
amount, if any, due the contractor, and will pay that amount, which will include
the following:
(1) all costs reimbursable under this contract, not previously paid, for the
performance of this contract before the effective date of the termination,
and those costs that may continue for a reasonable time with the written
approval of or as directed by the contracting officer; however, the
contractor shall discontinue those costs as rapidly as practicable;
(2) the cost of settling and paying termination settlement offers under
terminated subcontracts that are properly chargeable to the terminated
portion of the contract if not included in paragraph (h)(1) of this clause;
(3) the reasonable costs of settlement of the work terminated, including:
(i) accounting, legal, clerical, and other expenses reasonably

necessary for the preparation of termination settlement offers and
supporting data;
(ii) the termination and settlement of subcontracts (excluding the

amounts of such settlements); and
(iii) storage, transportation, and other costs incurred, reasonably

necessary for the preservation, protection, or disposition of the
termination inventory. If the termination is for default, no amounts
for the preparation of the contractor's termination settlement offer
may be included;
(4) a portion of the fee payable under the contract, determined as follows:
(i) if the contract is terminated for the convenience of the judiciary, the
settlement will include a percentage of the fee equal to the
percentage of completion of work contemplated under the contract,
but excluding subcontract effort included in subcontractors'
termination offers, less previous payments for fee;
(ii) if the contract is terminated for default, the total fee payable will be
such proportionate part of the fee as the total number of articles (or
amount of services) delivered to and accepted by the judiciary is to

the total number of articles (or amount of services) of a like kind
required by the contract.
(5) If the settlement includes only fee, it will be determined under paragraph
(h)(4) of this clause.
(i) The cost principles and procedures in effect on the date of this contract, will
govern all costs claimed, agreed to, or determined under this clause.
(j) The contractor shall have the right of appeal, under the Disputes clause, from
any determination made by the contracting officer under paragraph (f), (h), or (l)
of this clause, except that if the contractor failed to submit the termination
settlement offer within the time provided in paragraph (f) and failed to request a
time extension, there is no right of appeal. If the contracting officer has made a
determination of the amount due under paragraph (f), (h) or (l) of this clause, the
judiciary will pay the contractor:
(1) the amount determined by the contracting officer if there is no right of

appeal or if no timely appeal has been taken or
(2) the amount finally determined on an appeal.
(k) In arriving at the amount due the contractor under this clause, there will be
deducted:
(1) all unliquidated advance or other payments to the contractor, under the
terminated portion of this contract;
(2) any claim which the judiciary has against the contractor under this
contract; and
(3) the agreed price for, or the proceeds of sale of materials, products, or
other things acquired by the contractor or sold under this clause and not
recovered by or credited to the judiciary.
(l) The contractor and contracting officer shall agree to any equitable adjustment in
fee for the continued portion of the contract when there is a partial termination.
The contracting officer will amend the contract to reflect the agreement.
(m) (1) The judiciary may, under the terms and conditions it prescribes, make
partial payments and payments against costs incurred by the contractor
for the terminated portion of the contract, if the contracting officer believes
the total of these payments will not exceed the amount to which the
contractor will be entitled.
(2) If the total payments exceed the amount finally determined to be due, the
contractor shall repay the excess to the judiciary upon demand, together
with interest computed at the rate established by the Secretary of the
Treasury under the criteria established by the Renegotiation Act of 1971
(P.L. 92-41, 85 Stat. 97), and published at
http://www.treasurydirect.gov/govt/rates/tcir/tcir_opdprmt2.htm. Interest
will be computed for the period from the date the excess payment is
received by the contractor to the date the excess is repaid. Interest will
not be charged on any excess payment due to a reduction in the
contractor's termination settlement offer because of retention or other
disposition of termination inventory until 10 days after the date of the
retention or disposition, or a later date determined by the contracting
officer because of the circumstances.
(n) The provisions of this clause relating to fee are inapplicable if this contract does
not include a fee.
(end)
Alternate I (APR 2013): As prescribed in 755.20.60(d) (Clauses), substitute the

following paragraphs (h) and (l) for paragraphs (h) and (l) of the basic Clause 7-225.
(h) If the contractor and the contracting officer fail to agree in whole or in part on the
amount to be paid because of the termination of work, the contracting officer will
determine, on the basis of information available, the amount, if any, due the
contractor and will pay the amount determined as follows:
(1) If the termination is for the convenience of the judiciary, include:
(i) an amount for direct labor hours (as defined in the contract)
determined by multiplying the number of direct labor hours
expended before the effective date of termination by the hourly
rate(s) in the contract, less any hourly rate payments already made
to the contractor;
(ii) an amount (computed under the provisions for payment of

materials) for material expenses incurred before the effective date
of termination, not previously paid to the contractor;
(iii) an amount for labor and material expenses computed as if the

expenses were incurred before the effective date of termination, if
they are reasonably incurred after the effective date, with the
approval of or as directed by the contracting officer; however, the
contractor shall discontinue these expenses as rapidly as
practicable;
(iv) if not included in subdivision (h)(1)(i), (ii), or (iii) of this clause, the
cost of settling and paying termination settlement proposals under
terminated subcontracts that are properly chargeable to the
terminated portion of the contract; and
(v) the reasonable costs of settlement of the work terminated;

including:
(A) accounting, legal, clerical, and other expenses reasonably

necessary for the preparation of termination settlement
proposals and supporting data;
(B) the termination and settlement of subcontracts (excluding

the amounts of such settlements); and
(C) storage, transportation, and other costs incurred, reasonably

necessary for the protection or disposition of the termination
inventory.
(2) If the termination is for default of the contractor, include the amounts
computed under paragraph (h)(1) of this clause but omit:
(i) any amount for preparation of the contractors termination

settlement proposal; and
(ii) the portion of the hourly rate allocable to profit for any direct labor
hours expended in furnishing materials and services not delivered
to and accepted by the judiciary.
(l) If the termination is partial, the contractor may file with the contracting officer a
proposal for an equitable adjustment of price(s) for the continued portion of the
contract. The contracting officer will make any equitable adjustment agreed
upon. Any proposal by the contractor for an equitable adjustment under this
clause shall be requested within 90 days from the effective date of termination,
unless extended in writing by the contracting officer.
Clause 7-230, Termination for Default (Fixed-Price Products and Services)

Termination for Default (Fixed-Price Products and Services) (JAN 2003)
(a) (1) The judiciary may, subject to paragraphs (c) and (d) of this clause, by
written notice of default to the contractor, terminate this contract in whole
or in part if the contractor fails to:
(i) deliver the products or to perform the services within the time
specified in this contract or any extension;
(ii) make progress, so as to endanger performance of this contract (but

see paragraph (a)(2) of this clause); or
(iii) perform any of the other provisions of this contract (but see
paragraph (a)(2) of this clause).
(2) The judiciary's right to terminate this contract under subdivisions (a)(1)(ii)
and (1)(iii) of this clause, may be exercised if the contractor does not cure
the failure within 10 days (or more if authorized in writing by the
contracting officer) after receipt of the notice from the contracting officer
specifying the failure.
(b) If the judiciary terminates this contract in whole or in part, it may acquire, under
the terms and in the manner the contracting officer considers appropriate,
products or services similar to those terminated, and the contractor will be liable
to the judiciary for any excess costs for those products or services. However, the
contractor shall continue the work not terminated.
(c) Except for defaults of subcontractors at any tier, the contractor shall not be liable
for any excess costs if the failure to perform the contract arises from causes
beyond the control and without the fault or negligence of the contractor.
Examples of such causes include (1) acts of God or of the public enemy, (2) acts
of the government in its sovereign capacity or of the judiciary in its contractual
capacity, (3) fires, (4) floods, (5) epidemics, (6) quarantine restrictions, (7)
strikes, (8) freight embargoes, and (9) unusually severe weather. In each
instance the failure to perform shall be beyond the control and without the fault or
negligence of the contractor.
(d) If the failure to perform is caused by the default of a subcontractor at any tier,
and if the cause of the default is beyond the control of both the contractor and
subcontractor, and without the fault or negligence of either, the contractor shall
not be liable for any excess costs for failure to perform, unless the subcontracted
products or services were obtainable from other sources in sufficient time for the
contractor to meet the required delivery schedule.
(e) If this contract is terminated for default, the judiciary may require the contractor to
transfer title and deliver to the judiciary, as directed by the contracting officer, any
(1) completed products, and (2) partially completed products, and materials,
parts, tools, dies, jigs, fixtures, plans, drawings, information, and contract rights
(collectively referred to as manufacturing materials in this clause) that the
contractor has specifically produced or acquired for the terminated portion of this
contract. Upon direction of the contracting officer, the contractor shall also
protect and preserve property in its possession in which the judiciary has an
interest.
(f) The judiciary will pay the contract price for completed products delivered and
accepted. The contractor and contracting officer will agree on the amount of
payment for manufacturing materials delivered and accepted and for the
protection and preservation of the property. Failure to agree will be a dispute
under the Disputes clause. The judiciary may withhold from these amounts any
sum the contracting officer determines to be necessary to protect the judiciary
against loss because of outstanding liens or claims of former lien holders.
(g) If, after termination, it is determined that the contractor was not in default, or that
the delay was excusable, the rights and obligations of the parties will be the
same as if the termination had been issued for the convenience of the judiciary.
(h) The rights and remedies of the judiciary in this clause are in addition to any other
rights and remedies provided by law or under this contract.
(end)
Clause 7-235, Disputes
Disputes (JAN 2003)
(a) A contract dispute means a written claim, demand or assertion by a contracting

party for the payment of money in a sum certain, the adjustment or interpretation
of contract terms, or other specific relief arising under or relating to the contract.
A dispute also includes a termination for convenience settlement proposal and
any request for an equitable adjustment, which is denied. A voucher, invoice, or
other routine payment that is not disputed by the parties is not a dispute under
this clause.
(b) A contract dispute shall be filed within 12 months of its accrual and shall be
submitted in writing to the contracting officer. The dispute shall contain a
detailed statement of the legal and factual basis of the dispute and shall be
accompanied by any documents that support the claim. The claimant shall seek
specific relief, as provided in paragraph (a) above. However, the time periods set
forth here shall be superceded if the contract contains specific provisions for the
processing of any claim which would otherwise be considered a dispute under
this clause.
(c) Contracting officers are authorized to decide or settle all disputes under this
clause. If the contracting officer requires additional information the contracting
officer shall promptly request the claimant to provide such information. The
contracting officer will issue a written determination within 60 days of the receipt
of all the requested information from the claimant. If the contracting officer is
unable to render a determination within 60 days, the claimant shall be notified of
the date on which a determination will be made. The determination of the
contracting officer shall be considered the final determination of the judiciary.
(d) The contractor shall proceed diligently with performance of this contract pending
resolution of the dispute. The contractor shall comply with the final determination
of the contracting officer unless such determination is overturned by a court of
competent jurisdiction. Failure to diligently continue contract performance during
the pendency of the claim or failure to comply with the final determination of the
contracting officer may result in termination of the contract for default or
imposition of other available remedies.
(end)

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Guide to Judiciary Policy

Vol 14: Procurement

Appx 1B: Solicitation Provisions and Contract Clauses

Provisions and Clauses (B and Chapter 1)

Provisions and Clauses (B and Chapter 1)

Last revised (Transmittal 14-007) June 30, 2014

clauses followed by provisions

B.1.3 Numbering of Provisions and Clauses

Appx 1C (Matrix of Solicitation Provisions and Clauses) is a quick reference document

the required UCF section for each clause/provision, when UCF is

whether specific clauses or provisions may be incorporated by reference

B.2.1 Solicitation Provisions and Contract Clauses Prescribed in Appendix 1B.

(a) Provision B-1, Solicitation Provisions Incorporated by Reference is included in all

Provision B-1, Solicitation Provisions Incorporated by Reference

Include the following provision as prescribed in Appx 1B, B.2.1.(a) (Solicitation

Solicitation Provisions Incorporated by Reference (SEP 2010)

This solicitation incorporates one or more solicitation provisions by reference,

Clause B-5, Clauses Incorporated by Reference

Include the following clause as prescribed in Appx 1B, B.2.1.(b) (Solicitation

Clauses Incorporated by Reference (SEP 2010)

Provision B-10, RESERVED

Clause B-15, RESERVED

Clause B-20, Computer Generated Forms

Include the following clause as prescribed in Appx 1B, B.2.1.(c) (Solicitation

Computer Generated Forms (JAN 2003)

(a) Any data required to be submitted on a Standard or Optional form may be

Clause 1-1, Employment by the Government

Include the following clause as prescribed in 150.30.40 (Clauses).

Employment by the Government (JAN 2003)

Clause 1-5, Conflict of Interest

Include the following clause as prescribed in 150.30.40 (Clauses) and 520.75(a)

Conflict of Interest (AUG 2004)

(1) Unequal Access to Information

Access to internal judiciary business information as part of the

(2) Competitive Advantage

The contractor, under a prior or existing contract, participates in defining

(3) Impaired Objectivity

The contractor is required to assess or evaluate products or services

The contractor agrees to immediately notify the contracting officer, in writing, if an

The judiciary reserves the right to preclude a contractor from participating in a

Clause 1-10, Gratuities or Gifts

Include the following clause as prescribed in 150.50.50 (Clause).

Gratuities or Gifts (JAN 2010)

(1) offered or gave a gratuity (e.g., an entertainment or gift) to an officer,

(2) intended, by the gratuity, to obtain a contract or favorable treatment under

Clause 1-15, Disclosure of Contractor Information to the Public

Include the following clause as prescribed in 170.70 (Clause).

Disclosure of Contractor Information to the Public (AUG 2004)

Provisions and Clauses (Chapter 2)

Provision 2-1, Request for Information or Solicitation for Planning Purposes

Include the following provision as prescribed in 210.60.40 (Solicitation Provision).

Request for Information or Solicitation for Planning Purposes (JAN 2003)

Clause 2-5A, Inspection of Products

Include the following clause as prescribed in 220.10.70(a) (Clauses).

Inspection of Products (APR 2013)

(1) require replacement or correction of the defective products;

(3) accept the nonconforming products at a reduced price.

(e) The contractor shall remove supplies rejected or required to be corrected.

(1) by contract, or otherwise, remove, replace, or correct the products and