Terms & Conditions

PRECISION SOUTHWEST MANUFACTURING., INC. (“Buyer”)

STANDARD TERMS AND CONDITIONS OF PURCHASE.

Precision Southwest Manufacturing, INC’s (“Buyer”) acceptance of Seller’s Products and/or Services is expressly conditioned upon Seller’s assent to the below Terms and Conditions. Seller’s delivery of, and Buyer’s acceptance of Seller`s Products is also deemed by the parties to be Buyer`s assent to Seller`s terms.

1. ACCEPTANCE.

 

Acceptance of this Order and each of its terms and conditions will be evidenced by the Seller’s execution of the acknowledgement copy hereof, or by the Seller’s commencement of performance or shipping under this Order, or by acceptance of any payment therefore. Unless otherwise specifically indicated on the face hereof, this Order is not an acceptance of any offer, quotation or proposal made by Seller; and, any reference thereto is made solely for the purpose of specifying prices and the nature and description of the goods and services ordered. Any other additional or different terms are objected to by Buyer without need of further notice of objection and shall be no force or effect. No variations in the delivery schedule, price, quantity, specifications, or other provisions of this Order, and no new, additional or different terms or provisions, will be binding on Buyer unless agreed to in writing and signed by the Buyer’s Purchasing Agent or its other authorized representative.

2. ACKNOWLEDGEMENT.

 

The acknowledgement copy of this Order must be returned promptly to the Buyer. Shipment and delivery of goods must be made to agree with the schedule on the face of this Order. If the Seller cannot meet Buyer’s requested schedule, Seller must so state on the acknowledgement copy indicating they're on the best schedule that can be met, which Buyer may accept or reject.

3. REPRESENTATION OF MATERIAL FACTS.

The award of this Contract was in reliance on the facts reflected in certifications and representations made by Seller prior to the award. Those same facts can determine whether the intended end of use of Seller’s Work is lawful. If, at any time during the performance of this Contract, Seller discovers that any information contained in these certifications and representations is erroneous or is no longer current, Seller must provide immediate written notice of the correction and current information to the Buyer’s Procurement agent. Seller and its subcontractors at all tiers are also required to notify their respective buyers, up to and including the Buyers’ Procurement Agent if any of them at any tier becomes suspended, debarred or otherwise determined ineligible to participate in contracts. This obligation is a material term of this contract and must be included in all subcontracts at all tiers. The corrected and current facts could lead Buyer to divert Seller’s Work from the intended use, terminate continued performance, or other business decision. A breach of this obligation is grounds for a default termination.

4. PACKING & SHIPPING.

(a) Unless otherwise specified on this purchase order or its related technical documents, all packing and packaging shall comply with good commercial practice and applicable carrier’s tariffs. Goods shall be shipped in the proper shipping environment and prepared for shipment and packed to prevent damage or deterioration and give optimum protection of the goods during shipment for inplantin plant handling and storage. The price includes all charges for such packing and packaging and for transportation to designated F.O.B. point in the Order; and, if not so designated, at F.O.B. Buyer’s plant in Tucson, Arizona U.S.A.

 

(b) The packaging, labeling, and shipping of all HAZARDOUS SUBSTANCES, including DANGEROUS MATERIALS, must conform to all applicable federal and state laws and regulations.

 

(c) Unless otherwise instructed by Buyer, the Seller shall prepay all transportation and related shipping charges and itemize such charges on the invoice. In the absence of specific routing instructions, shipments are to be made in the most efficient manner. Buyer’s Order number and other identification specified shall appear conspicuously on all documents , shipping notices, bills of lading, packing lists, invoices and other papers, and on each package, box, keg, bale, bundle or other type of container. Local and warehouse shipments of steel and bar stock, and the like, must be marked or tagged with name of shipper and shipping point to facilitate prompt identification upon receipt.

5. INSPECTION AND QUALITY CONTROL. 

All goods, materials and articles covered by this Order shall be new, unless otherwise specified; and upon written request, Buyer is entitled to conduct a timely compliance audit of Seller. The audit shall be for the purpose of determining compliance with this contract. The compliance review may include document review, on-site visits, and employee and subcontractor interviews, and may encompass review of direct and indirect (“corporate”) functions. Information and material obtained from the compliance review will only be used in furtherance of this Contract but shall be provided to Government personnel without limitation. Without limitation on the scope or frequency of compliance reviews, Buyer will make reasonable efforts to minimize disruption and cost to Seller. Seller shall include a substantially identical audit provision in all subcontracts in support of this contract. Notwithstanding any prior inspection receipt of goods, payment for goods, or physical acceptance of goods, final inspection will be made after receipt by Buyer. Based upon this final inspection, acceptance of product or rejection of product if found to be defective or non-conforming to the Order, will be made. If rejected, such goods will be held for disposition at Seller’s risk. Any Buyer expense or payment on account thereof will be promptly refunded by the Seller without prejudice to any other rights of Buyer under warranties or otherwise, and Buyer may offset such refunds against any other monies currently owing to Seller if it chooses. Rejected goods shall not be retendered to Buyer by Seller unless notification of such past rejection is submitted with the retender and Buyer has consented to such retender in writing.

6. DELIVERY, ADVANCE MANUFACTURING OR PROCUREMENT.

Unless otherwise agreed to in writing, Seller shall not make material commitments or production arrangements in excess of the amount ordered or deliver more than fourteen (14) calendar days in advance of the time necessary to meet Buyer’s delivery schedule. It is the Seller’s responsibility to comply with this schedule, but not to anticipate Buyer’s requirements. Goods shipped to Buyer in advance of schedule may be (i) returned to Seller at Seller’s expense, or (ii) payments of Goods shipped to Buyer in advance may be withheld until the required delivery dates, or (iii) goods placed in storage for Seller’s account until the delivery date specified at Seller’s expense. Delivery according to Buyer’s schedule is a major condition of this Order.

7. WARRANTY.

(a) Quality.

The Seller expressly warrants to Buyer, to Buyer’s successor in interest and its customers, that all goods, materials, articles, or work covered by this Order., (i) shall be of good quality and workmanship and free from defects., latent or patent, (ii) will conform to, and comply with, the terms of this Order, and to the applicable specifications and standards incorporated herein, (iii) will be suitable for the intended use, (iv) will be of merchantable kind and quality, and (v) will be free from defects in design, material, and workmanship. The Seller agrees that all goods, materials, or articles or work, or any part thereof found defective after delivery to Buyer or to its customer, whichever is later, will be corrected or replaced by Seller without charge, or a credit given to Buyer, if requested by Buyer. The foregoing warranty shall apply to all repairs or replacement of goods. Such warranties are cumulative, and are in addition to any other warranty, express or implied, or service guarantee of Seller relating to the goods, or any other rights and remedies provided by law or equity.

(b) Patents.

Seller warrants that the sale, resale or the use of the goods and materials furnished under this Order will not infringe any patents (except insofar as such infringement necessarily arises solely from the specific from the specific use of plans and specifications furnished by Buyer). Seller agrees to defend, protect and hold harmless the Buyer, its successors, assigns, customers and users of the goods and materials from all damages and expenses (including without all legal fees) resulting from any and all claims based on any such actual or alleged infringement.

8. CHANGES.

Buyer may at any time make changes to the Order, but if such change would cause a delay in Seller’s performance or an increase in price, Seller shall notify Buyer immediately in writing and such change shall be made only if expressly authorized by a written Buyer “ Change Order”. Seller’s failure to assert a written claim for adjustment within 30 days after a Seller’s receipt of Buyer`s change order shall constitute a waiver of such claim. Nothing contained in this clause shall relieve Seller from proceeding without delay in the performance of this Order, as changed.

9. PAYMENT.

 

Payment for goods and materials delivered under this Order shall not constitute acceptance thereof. Excluding early delivery pursuant to Paragraph 5, payment terms will be computed from the date of either the shipment or of the invoice as received by Buyer, whichever is later.

10. TOOLING AND SPECIAL TEST REQUIRMENT.

 

(a) The Buyer has the option to take possession and title to any dies, tools, gauges, fixtures, patterns, master art work, and other miscellaneous items necessary to meet the requirements of this Order. If Buyer exercises such option and Seller is unable to perform or continue to perform this Order, Buyer will accept responsibility thereof only after Seller promptly notifies Buyer in writing of the issue; and, Buyer shall pay the reasonable unamortized tooling cost at that time.

(b) Title to, and the right of, immediate possession of all tooling, material and special test equipment furnished by Buyer to Seller shall remain in with Buyer or Buyer’s Customer, as appropriate, unless the same is identified as property furnished by the U.S. Government in which case title shall remain with the U.S. Government ; in which event FAR 52.245-1 [Government Property] shall apply, and is incorporated herein by this reference; except “Contractor” shall be “Seller” therein. Buyer does not guarantee the quality or suitability of such tooling, material, or special test equipment.

(c) Tooling, material, and special test equipment subject to this Order shall be maintained in good condition and replaced when necessary at Seller’s expense and must be permanently identified in accordance with Buyer’s direction.

(d) All tooling, material and special test equipment ordered or furnished by Buyer, shall be used solely in the performance of work under this Order, shall be disposed of as Buyer may direct, and may be incorporated into or attached supplies consumed or expended in the performance of this Order.

(e) Seller shall make an annual physical inventory of all such tooling, materials and special test equipment bailed out by Buyer to Seller, and upon request to Buyer shall execute a written certification confirming that the Seller’s property control system is in compliance with above FAR 52.245-1 provisions, if applicable, including appropriate controls and records on acquisition, receiving, storage, movement, consumption, utilization, and maintenance and disposition, and that the same has been physically inventoried and inspected in the past year and is in good operating condition unless noted otherwise.

(f) The provisions of this clause shall be inserted in Seller’s purchase orders and subcontracts at all tiers issued under this Order.

11. TERMINATION STOP WORK.

(a) This Order may be terminated by Buyer by oral, electronic or written communication to Seller (i) for Buyer’s convenience at any time, and FAR Clause 52.249-2 [Termination for Convince of the Government (Fixed-Price)] is incorporated herein by this reference, except that the time for Seller to submit its final settlement proposal to Buyer shall be six months from the date of termination. Costs claimed shall be in accordance with FARs Part 31 & Part 49, as long as applicable; or (ii) for Seller’s default, and FAR Clause 52.549-8 [Default (Fixed-Price Supply and Service)] is incorporated herein by this reference; or (iii) for insolvency  or in the event of bankruptcy proceeding either by or for Seller under the Bankruptcy Act, or the appointment of a receiver of trustee or Seller’s assignment for the benefit of creditors of Seller, under the provisions of part (a)(ii) above.

(b) Buyer may issue stop-work orders to Seller pursuant to FAR 52.242-15 [Stop-Work Order], which is incorporated herein by this reference.

(c) For the purpose of paragraphs (a) and (b) FAR clauses, the terms “Government” and “Contracting Officer” mean “Buyer” and the term “contract” means “this order”, and the term contractor means “Seller”.

(d) Notwithstanding the above, Seller shall not include any claim for any cost of design engineering or development, special tooling or general-purpose equipment unless specifically ordered by Buyer. Failure to timely submit a termination claim within the prescribed period, unless extended in writing by Buyer. Failure to timely submit a termination claim within the prescribed period, unless extended in writing by Buyer, shall be a waiver of such claim. Buyer shall not be required to notify Seller or make a determination thereof.

12. INDEMNIFICATION.

 

The Seller agrees to indemnify and hold Buyer, its officers, employees and agents free and harmless from any and all claims and damages caused to persons or property as a result in the goods covered by this Order, and from any and all liability, loss or damage arising out of any act or omission of Seller, or its officers, agents, employees or its subcontractors at any tier, or out of Seller’s failure, or any of them, to comply with applicable laws, or governmental rules and regulations, or with any of these terms and conditions. Without limiting the foregoing, Seller and its subcontractors at all tiers shall obtain public liability and property damage Insurance , in commercially reasonable amounts, covering the obligations set fouth above, and shall obtain proper Workman’s Compensation Insurance covering all employees performing this order.

13. PROPRIETARY INFORMATION.

(a) All proprietary, confidential, and/or trade secret information, or data (including all materials containing or embodying such information or data) belonging to Buyer, or entrusted to the Buyer by others, and becoming known to Seller in connection with this Order, (hereinafter Proprietary Information”) , will remain exclusive property and thereafter, preserve in confidence, not disclose to others without the prior written permission of the Buyer, and not use (except in the performance of work covered by this Order) any and all Proprietary information.

 (b) If requested, Seller shall enter Buyer`s Confidentiality Agreement protecting Buyer’s rights to all confidential information intended for use by Seller or others with this Order.

 (c) Where Buyer’s data, designs, or other Proprietary Information are furnished to Seller’s suppliers for pronouncement of supplies by Seller for use in goods to be supplied in performance of Buyer’s Orders, Seller shall insert the substance of this provision in its purchase order for such supplies.

14. ADVERTISING.

Seller shall not, without first obtaining written consent of Buyer signed by an officer of Buyer, advertise, publish, or make known to other parties in any manner that Seller has contracted to furnish Buyer the goods, materials, or services herein ordered. This is a material condition of this Order, the violation of which is cause for termination for default under Paragraph 10 above.

15. REPORTING.

Upon Buyer’s request, Seller shall provide the estimated value and source of all Seller’s purchases of supplies outside the continental U.S.A. as a result of this Order. Buyer may request of Seller periodic status reports as to its performance under this Order.

16. LAWS & REGULATIONS.

 

Seller agrees to comply with all federal, state, and local laws, ordinances, rules, and regulations which may be applicable to this Order. Upon request, Seller shall certify in writing such compliance. 

 17. APPLICABLE LAW/JURISDICTION.

 

The rights and obligations of the parties hereto shall be governed in all respects by the laws of the State of Arizona, U.S.A., except for internal conflicts of laws and provisions. The parties hereby confer jurisdiction upon any court with competent jurisdiction within the State of Arizona to determine any dispute arising out of or related to this Order, or the breach hereof. In any dispute in a court of law to interpret or enforce this Order, the prevailing party shall be entitled to reimbursement of its costs, including reasonable attorney’s fees, from the other party, as determined by such court.

18. ASSIGNMENT OR SUBCONTRACTING.

(a) This Order, or any rights thereunder, may not be assigned or hypothecated. None of the work which Buyer contemplates being performed by Seller shall be subcontracted without Buyer’s prior written consent; and if and when subcontracted is allowed, Seller shall continue to comply with, and be bound by, all provisions of this Order.

(b) Payment to an assignee in accordance with any assignment shall be subject to set off or recoupment for any present or future claim or claims which Buyer may have against Seller.  Buyer reserves the right to make, without prior notice to assignee, direct settlements, or adjustments in price with Seller under the terms of this Order notwithstanding any assignment of monies due or to become due to Seller hereunder.  

19. SUSPECT AND COUNTERFIT PARTS PREVENTION.

(a) Supplier shall establish and maintain controls which seek to prevent the purchase and delivery of Suspect and Counterfeit Parts to Buyer. Supplier shall only purchase products to be delivered or incorporated as Work to Buyer directly from the Original Component Manufacturer (OCM)/Original Equipment Manufacturer (OEM) or through an OCM/OEM authorized distributor chain. Work shall not be acquired by the supplier and furnished to Buyer from independent distributors or brokers unless approved in advance and in writing by Buyer.

 (b) Supplier shall immediately notify Buyer with the pertinent facts if the supplier becomes aware that it has furnished Suspect or Counterfeit Parts. After such notification, when requested by Buyer, Supplier shall provide copies of OCM/OEM documentation in its possession that authenticates traceability (up to and including other testing (up to and including other testing validation methods) of the affected items to be applicable OCM/OEM.

(c) Suspect or Counterfeit Parts and/or Materials shall be immediately quarantined to prevent parts or materials from getting back into component/materials supply chain until authenticity validation can be conducted.

(d)  In the event that the Supplier delivers items under this Contract that are determined to be counterfeit, Supplier shall at its expense, (1) promptly replace such Counterfeit Items with items conforming to the requirement of this Contract, and (2) reimburse Buyer for all reasonable, direct costs incurred for the removal and replacement of Counterfeit Items, including any testing costs necessitated by the removal and replacement, if any.

20. CONFLICT MATERIALS.

The use of any Conflict Minerals in any of the materials or goods provided under this purchase order is prohibited without the prior notification to and written authorization by Buyer’s procurement agent. Conflict Minerals are as defined in the U.S. Securities and Exchange Commission Conflict Minerals Final Rule dated 08/22/2012, and include gold, and the ores utilized to produce tantalum, tin, and tungsten originating from the “Covered Countries” described in the SEC Rule.

21. MISCELLANEOUS.

The Order and any documents incorporated herein by reference supersede all prior understandings, transactions, and communications or writing with respect to the matters referred to herein, and constitutes the sole and entire agreement between the parties relating to the subject matter or terms of this Order. Any representation, promise, course of dealing, or trade usage, not contained or referenced herein, shall not be binding on Buyer. No modification, amendment, rescission, waiver, or other change shall be binding on Buyer unless agreed to in writing by Buyer. All warranties herein shall be construed as conditions as well as warranties, and the warranties and conditions herein contained shall not be deemed to be exclusive.

22. GOVERNMENT PROGRAM SUBCONTRACT FLOWDOWN PROVISIONS.

If indicated on the face hereof that the goods or services covered by this Order are for use by Buyer in performing any U.S. Government contract, or for performance of a subcontract under such contract, then and in the event the Seller:

(a) Agrees, when purchasing Non-Commercial items, materials and services, to perform in accordance with, to bid by, and to comply with , all of the applicable provisions of Title 48 of the Code of Federal Regulations (CFR) relating to procurement by the U.S. Government as the same may be amended superseded or modified and are in effect on the date of this Order; including those FAR/DFARS clauses in Addendum to Precision Southwest Manufacturing Inc. (“Buyer”) Standard Terms of Purchase Conditions Applicable to Orders Placed Under U.S. Government Programs for Non-Commercial Items and Services (Rev.12/09/14)

(b) Agrees, when purchasing Commercial items, materials and services that meet the definition of “Commercial Item” [pursuant to FARs 2.101 and Part 12] and have been so determined (in writing) to be a Commercial Item by Buyer pursuant to FAR 52.215-5 and DFARS 244.402(a), to perform in accordance with, to abide by, and to comply with, all of the applicable provisions of Title 48 of the Code of Federal Regulations (CFR) relating to procurement by the U.S. Government as the same may be amended, superseded or modified and are in effect on the date of this Order; including those FAR/DFARS clauses in Addendum to Precision Southwest Manufacturing Inc. (“Buyer”) Standard Terms of Purchase Conditions Applicable to Orders Placed Under U.S. Government Programs for Non-Commercial Items and Services (Rev.12/09/14)

 (c) The supplier will flow down and be responsible for all required Buyer and U.S. Government requirements to sub-tier suppliers.

(d) As used in the following clauses, “Government” and “Contracting Officer” shall mean “Buyer”, and “Contractor” means “Seller”, and “Contract” means this “Order”, and “subcontract (at all tiers)” means “Seller’s purchase orders or lower-tier subcontracts issued under this Order”.

 23. COST ACCOUNTING STANDARDS.

When applicable, [for non-commercial goods] Seller shall comply with Public Law 100-679 (41 USC 422), 48 CFR Chapter 99 (FAR Appendix) and all of the rules, regulations and standards prescribed by the Cost of Accounting Standards Board (CASB). Seller agrees to indemnify and hold Buyer free and harmless from any and all liability, loss or damage arising out of failure of Seller, or Seller’s subcontractors, if any, to comply with said law, rules, regulations or CASB standards, as the same may be revised or amended from time-to-time.                                                                                                                                                                                                             

Addendum to Precision Southwest Manufacturing INC. (“Buyer”)

 

Standard Terms and Conditions of Purchase Conditions Applicable to Orders Placed Under U.S. Government Programs for Non-Commercial Items and Services. (REV. 06/05/20)

If Buyer`s order is placed under a U.S. Government contract, or a subcontract under any U.S. Government program for non-commercial items or services, the following additional conditions are applicable:

The following provisions of the applicable Federal Acquisition Regulation (FAR) and the DoD FAR Supplement (DFARS) [Title 48, U.S. Code of Federal Regulations] as of the date of this order, are incorporated by reference herein –

  • To the extent made applicable to Buyer`s order by the terms of each clause as written in the FAR and DFARS; or

  • If the clause is included in the Buyer`s Prime Contract, it shall be of like effect as if fully set forth herein, except, that, whenever necessary to render a provision compatible with Buyer`s order the terms “Government” and “Contracting Officer” shall mean “Buyer”, “Contractor” shall mean “Seller”, “Subcontractor” means “Seller`s subcontractors at any tier”, “Contract” shall mean “Buyer`s order”, and “Prime Contract” shall mean the Government program contract under which Buyer`s order is issued. Unless otherwise specified in the clause and in regulations applicable thereto, the applicable clauses shall be those in effect on the date of Buyer`s order.

 

1. FAR Section             Title                   

52.202-1            Definitions.

52.203-1            Certificate of Independent Price Determination.           

52.203-3            Gratuities.

52.203-5            Covenant Against Contingent Fees.

52.203-6            Restrictions on Subcontractor Sales to Government (only for subcontracts exceeding $150,000).

52.203-7            Anti-Kickback Procedures (only for non-commercial subcontracts exceeding $150,000).

52.203-11          Certification and Disclosure Regarding Payment to Influence Certain Federal Transactions (only for subcontracts exceeding $150,000 need certify).

52.203-12         Limitation on Payments to Influence Certain Federal Transactions. 

52.203-13         Contractor Code of Business Ethics and Conduct.

52.203-14         Display of Hotline Posters.

52.203-15         Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009.

52.204-2          Security Requirements (only for subcontracts with access to classified information).

52.204-5          Women – Owned Business (Other Than Small Business).

52.204-6          DUNS Number.

52.204-9          Personal Identify Verification of Contractor Personnel.

52.204-11        American & Recovery and Reinvestment Act-Reporting Requirements (subcontracts awarded by the U.S. government only).

52.207-4         Economic Purchase Quality-Supplies.

20.209-6         Protecting the Governments Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment.

52.211-5         Material Requirements.

52.211-14       Notice of Priority Rating for National Defense Use.

52.211-15       Defense Priority and Allocation Requirements (If DPAS Rating on Buyer`s order).

52.214-26       Audit and Records – Sealed Bidding (only for subcontracts exceeding $700,000).

52.214-27       Price Reduction for Defective Certified Cost or Pricing Data – Modification – Sealed Bidding (only if modification exceeds $700,000).

52.214-28       Subcontractor Certified Cost or Pricing Data-Modifications – Sealed Bidding (only if modification exceeds $700,000).

52.215-2        Audit and Records – Negotiation (Only for subcontracts exceeding $150,000).

52.215-10      Price and Reduction for Defective Certified Cost or Pricing Data (only for subcontracts exceeding $700,000).

52.215-11      Price and Reduction for Defective Certified Cost or Pricing Data-Modification (only if Modifications exceed $700,000).

52.215-12      Subcontractor Certified Cost or Pricing Data (only for subcontracts exceeding $700,000).

52.215-13      Subcontractor Certified Cost or Pricing Data-Modifications (only if modifications exceed $700,000).

52.215-14       Integrity of Unit Prices (less paragraph (b); only for subcontracts exceeding $150,000).

52.215-15       Pension Adjustments and Asset Reversions.

52.215-16       Facilities Capital Cost of Money.

52.215-18       Reversion or Adjustment of Plans for Post-Retirement Benefits Other than Pensions.

52.215-19       Notification of Ownership Changes.

52.215-20      Requirements for Certified Cost or Pricing Data or Information Other Than Cost or Pricing Data (if Buyer`s order exceeds $700,000).

52.215-21      Requirements for Certified Cost or Pricing Data or Information Other Than Cost or Pricing Data (if Buyer`s order exceeds $700,000).

52.219-8      Utilization of Small Business Concerns (if Buyer`s order exceeds $700,000). 

52.219-9      Small Business Subcontracting Plan (if Buyer`s order exceeds $700,000).

52.222-4      Contract Work Hours and Safety Standards Act-Overtime Compensation (only for subcontracts exceeding $150,000).

52.222-20     Walsh-Healey Public Contracts Act.

52.222-21     Prohibition of Segregated Facilities.

52.222-22     Previous Contracts and Compliance Reports.

52.222-24     Pre-Award On-site Equal Opportunity Compliance Evaluation.

52.222-25     Affirmative Action Compliance.

52.222-26     Equal Opportunity.

52.222-29     Notification of Visa Denial.

52.222-35     Equal Opportunity for Special Disabled and Vietnam Era Veterans of the Vietnam Era (only for subcontracts exceeding $100,000).

52.222-36     Affirmative Action for Workers with Disabilities (only for subcontracts exceeding $15,000).

52.222-37     Employment Reports on Special Disabled Veterans and Veterans of the Vietnam Era (only for subcontracts exceeding $100,000).

52.222-38     Compliance with Veteran`s Employment Reporting Requirements.

52.222-40     Notification of Employee Rights Under Federal Labor Laws.

52.222-41     Service Contract Act of 1965, as amended.

52.222-50     Combating Trafficking in Persons.

52.222-54     Employment Eligibility Verification.

52.223-3      Hazardous Material Identification and Materials Safety Data.

52.223-7      Notice of Radioactive Materials.

52.223-11    Ozone-Depleting Substances.

52.223-18    Contractor Policy to Ban Text Messaging While Driving.

52.225-1      Buy American Act Supplies.

52.225-3      Buy American Act- Free Trade Agreements – Israel Trade Act.

52.225-5      Trade Agreements.

52.225-7      Waiver of Buy American Act for Civil Aircraft and Related Articles.

52.225-8      Duty-Free Entry.

52.225-13    Restrictions on Certain Foreign Purchases.

52.225-14    Inconsistency Between English Version and Translation of Contract.

52.227-1      Authorization and Consent.

52.227-2      Notice and Assistance Regarding Patent and Copyright Infringement.

52.227-3      Patent Indemnity.

52.227-6      Royalty Information.

52.227-9      Refund of Royalties. (only for subcontracts in which royalties exceed $250).

52.227-10    Filing of Patent Applications – Classified Subject Matter.

52.227-11    Patent Rights- Retention by the Contractor (Short Form).

52.227-14    Rights in Data-General (not applicable to DoD or NASA Programs).

52.227-19    Commercial Computer Software – Restricted Rights.

52.227-23    Rights to Proposal data. (Technical) (all of Seller`s technical data submitted with its proposals that is marked Proprietary shall be used by Buyer and/or the U.S. Government for evaluation of Seller`s offer only).

52.228-3      Worker`s Compensation Insurance (Defense Base Act).

52.228-5      Insurance-Work on a Government Installation.

52.230-2      Cost Accounting Standards (only for subcontracts exceeding $700,000).

52.230-3      Disclosure and Consistency of Cost Accounting Practices (only for subcontracts exceeding $700,000).

52.230-6      Administration of Cost Accounting (only if Seller submits certified cost or pricing data).

52.230-11    Extras.

52.232-17    Interest.

52.234-1      Industrial Resources Developed Under Defense Production Act Title III.

52.234-4      Earned Value Management System.

52.234-13    Accident Prevention.

52.236-13    Privacy or Security Safeguards.

52.242-14    Stop-Work Order (only if Stop-Work on the Prime Contract).

52.242-15    Stop-Work Order (in paragraph (a), change “90 days” is modified to read “180 days”).

52.243-1      Changes-Fixed Price (in para. (c) “30 days” is changed to “25 days”).

52.243-6      Change Order Accounting (if change exceeds $100,000).

52.244-2       Subcontracts.

52.244-6       Subcontracts for Commercial Items.

52.245-1       Government Property (Fixed Price Contracts) (Alt I).

52.245-17     Special Tooling.

52.245-18    Special Test Equipment.

52.246-16    Responsibility for Supplies.

52.246-23     Limitation of Liability (only for subcontracts exceeding $125,000).

52.246-24     Limitation of Liability-High Value Items. (only for subcontracts exceeding $150,000).

52.246-25    Limitation of Liability-Services (only for subcontracts exceeding $150,000).

52.247-63    Preference for U.S. Flag Air Carriers.

52.247-64    Preference for Privately Owned U.S. Flag Commercial Vessels.

52.248-1     Value Engineering (only for subcontracts exceeding $150,000).

52.248-3     Value Engineering - Construction (only for subcontracts exceeding $150,000).

52.249-2     Termination for the Convenience of the Government (Fixed Price) as amended in Article 13, above.

52.249-8     Default (Fixed Price Supply or Service) (except that the Seller ahs no direct appeal rights against the Government any claims against the Government be asserted through Buyer).

 

2. DFARS SECTION                TITLE

 

252.203-7001   Special Prohibition on Persons Convicted of Fraud or Other Defense-Contract-Related Felonies.

252.204-7000   Disclosure of Information.

252.204-7008   Export Controlled Items.

252.208-7000   Intent to Furnish Precious Metals as Government- Furnished Material.

252.209-7004   Subcontracting with Firms That Are Owned or Controlled by The Government of A Terrorist Country. (only for subcontracts which exceed $150,000).

252.211-7000   Acquisition Streamlining (only for subcontracts which exceed $1.5 million).

252.211-7003   Item Identification and Valuation.

252.212-7001   Contract Terms and Conditions Required To Implement Statues or Executive Orders Applicable to Defense Acquisitions of Commercial Items.

252.215-7000   Pricing Adjustments.

252.219-7003   Small Business and Small Disadvantaged and Woman-Owned Small Business Subcontracting Plan (DoD Contracts) (if Buyer`s order exceed $700,000).

252.219-7004   Small Business and Small Disadvantaged Business Subcontracting Plan (DoD Contracts) (if Buyer`s order exceed $700,000).

252.222.7000   Restrictions on Employment Personnel.

252.223-7001   Hazard Warning Labels.

252.225-7001   Buy American Act – Balance of Payments Program.

252.225-7002   Qualifying Country Sources as Subcontractors.

252.225-7004   Report of Performance Outside the United States and Canada-Submission After Award.

252.225-7006   Quarterly Reporting of Actual Contract Performance Outside the United States (if Buyer`s order exceeds $700,000).

252.225-7009   Prohibition of Acquisition of United States Munitions List items from Communist Chinese Military Companies.

252.225-7009   Restriction on Acquisition of Certain Articles Containing Specialty Metals.

252.225-7012   Preference for Certain Domestic Commodities.

252.225-7013   Duty-Free Entry.

252.225-7014   Preference for Domestic Specialty Metals.

252.225-7013   Restriction on Acquisition (Ball & Roller Bearings).

252.225-7022   Restrictions on Acquisition of Polyacrylonitrile (PAN) Based Carbon Fiber.

252.225-7027   Restrictions on Acquisition Forgings.

252.225-7027   Restriction on Contingent Fees on Military Sales.

252.225-7028   Exclusionary Polices and Practices of Foreign Governments.

252.225-7030   Restrictions on Acquisition of Carbon, Alloy, and Amor Steel Plate.

252.225-7033   Waiver of U.K. Levies (if Buyer`s Order exceeds $1 million).

252.225-7042   Authorization to Perform.

252.225-7043   Antiterrorism/Force Protection Policy for Defense Contractors Outside the US.

252.225-7048   Export-Controlled Items.

252.226-7001   Utilization of Indian Organizations, Indian-Owned Economic Enterprises, and Native Hawaiian Small Business Concerns (if Buyer`s order exceeds $700,000).

252.227-7013   Rights in Technical Data – Non-commercial Items (applicable when technical data from subcontractor delivered to the Government via the Buyer).

252.227-7014   Rights in Non-commercial Computer Software and Non-Commercial Computer Software Documentation. (applicable when software and software documentation from subcontractor delivered to the Government via the Buyer).

252.227-7016   Rights to Bid or Proposal Information (applies when Clause 252.227-7013 is applicable, no substitutions for “Government” or “Contracting Officer” are made).

252.227-7017   Identification and Assertion of Use, Release or Disclosure Restrictions.

252.227-7019   Validation of Asserted Restrictions – Computer Software (applies when clause 252.227-7014 is applicable; substitute “Buyer`s Purchase Representative” for “contracting officer” in para. (b), otherwise no substitutions for “Contracting Officer” or “Government”; in para (f)(5) and (6) substitute “the prime contract for “this Contact”).

252.227-7025   Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends (applies when Clause 252.227.7013 or 252.228.7014 are used; no substitution is made for “Government”).

252.227-7026   Deferred Delivery of Technical Data or Computer Software.

252.227-7028   Technical Data of Computer Software Previously Delivered to the Government (Seller shall only identify its identical proprietary data/software previously delivered to the Government that intends to also deliver here).

252.227-7030   Technical Data – Withholding of Payment. (applies when Clause 252.227-7013 is used; substitute “Buyer” for “Contracting Officer” in paragraph (a); add in paragraph (b), “or Buyer” after “Government”).

252.227-7036   Deferred Delivery of Technical Data or Computer Software.

252.227.7037   Validation of Restrictive Markings on Technical Data (applies when Clause 525.227-7013, 252.227-7014, 252.227-7015 are used; in paragraph (b), “Contractors” remains in the clause with a lower case “c” change in paragraphs (f) and (g)(2)(i) “this contract” to “the prime contract”; change in paragraph (I) “ a contract” to “the prime contract”; no substitutions for “Government” or “Contracting Officer” are made.)

252.228-7001    Ground and Flight Risk.

252.228-7005    Accident Reporting and Investigation Involving Aircraft, Missiles, and Space Launch Vehicles.

252.229-7000    Invoices Exclusive of Taxes/Duties.

252.231.7000    Supplemental Cost Principles.

252.236-7000    Modifications of Proposals Price Breakdown.

252.239-7000    Protection Against Compromising Emanations.

252.243-7001    Pricing of Contract Modifications.

252.243-7002    Requests for Equitable Adjustment.

252.244-7000    Subcontracts for Commercial Items and Commercial Components (DoD Contracts).

252.246.7001    Warranty of Data.

 252.247-7022    Representation of Extent of Transport by Sea.

252.247-7023    Transportation of Supplies by Sea.

252.247-7024    Notification of Transportation of Supplies by Sea.

252.249-7002   Notification of Anticipated Contract Termination or Reduction (substitute “Buyer for “Contracting Office” throughout; modify paragraph (d)(1) to read ( “Provide notice of the proposed termination or reduction to each subcontractor with a subcontract of $150,000 or more under the program…”).