**\`**

**FAA Acquisition Management System Clauses**

**Change 9 - August 1, 1998**

This document transmits revisions, additions, and deletions to FAA
Acquisition Management System clauses and provisions. Unless otherwise
specified, these changes are effective

August 1, 1998 and apply to all screening information requests and
contracts issued after August 1, 1998

Revised or added clauses and provisions are denoted by August 1998 in
the title of the clause or provision.**A. [CLAUSES
REVISED]{.underline}**

The following summarize clause* *revisions:

1\. [3.2.2.3-70, Taxpayer Identification]{.underline} now allows use of
the taxpayer identification number for collecting and reporting
delinquent payment due the Government.

2\. [3.3.1-17, Prompt Payment]{.underline} adds statement that interest
will not be paid if delayed payment results from erroneous electronic
funds transfer information.

3\. [3.3.1-18, Prompt Payment for Fixed-price Architect-Engineer
Contracts]{.underline} adds statement that interest will not be paid if
delayed payment results from erroneous electronic funds transfer
information.

4\. [3.3.1-19, Prompt Payment for Construction]{.underline} adds
statement that interest will not be paid if delayed payment results from
erroneous electronic funds transfer information.

5\. [3.6.1-8, Notification of Competition Limited to Eligible SEDB
Concerns]{.underline} revised the timing applicable to the certification
to the time the SIR or public announcement is issued.

6\. [3.6.2-9, Equal Employment Opportunity]{.underline} revises the
equal opportunity threshold to \$10,000.

7\. [3.6.2-20, Payroll and Basic Records]{.underline} adds a requirement
for weekly submission of payroll records.

8\. [3.9.1-1, Contract Disputes]{.underline} is changed to reflect the
new address and phone numbers of the Office of Dispute Resolution for
Acquisition, AGC-70.

9\. [3.9.1-3, Protest]{.underline} is changed to reflect the new address
and phone numbers of the Office of Dispute Resolution for Acquisition,
AGC-70 and to make the timing for receipt of protests consistent with
the policy.

10\. [3.10.1-8, Suspension of Work]{.underline} adds authority for the
Contracting Officer to orally suspend work in emergency situations.

**B. [CLAUSES ADDED]{.underline}**

The following clauses are added:

1\. [3.2.2.3-72, Announcement of Competing Offerors]{.underline}
notifies offerors of possible release of offerors' names.

3\. [3.6.2-35, Prevention of Sexual Harassment]{.underline} is added to
prohibit sexual harassment under FAA contracts.

4\. [3.6.3-7, Waste Reduction Program]{.underline} is added to cover
waste reduction consistent with Executive Order 12873.

5\. [3.6.3-8, Ozone-Depleting Substance]{.underline} adds requirements
for identifying ozone-depleting materials.

6\. [3.6.3-9, Refrigeration Equipment and Air Conditioners]{.underline}
requires compliance with specific sections of the Clean Air Act.

7\. [3.6.3-10, Certification of Toxic Chemical Release
Reporting]{.underline} requires offeror certifications regarding toxic
chemical release.

8\. [3.6.3-11, Toxic Chemical Release Reporting ]{.underline}adds
reporting requirements related to toxic chemical release.

9\. [3.6.3-12, Asbestos-Free Construction]{.underline} adds prohibitions
for using asbestos-containing materials as well as remediation
provisions for use of asbestos containing provisions.

10\. [3.8.2-21, Key - Badge Requirements ]{.underline}is added to
require return of contractor building

badges and keys.

**C. [CLAUSES REMOVED]{.underline}**

None

**D. [PRESCRIPTIONS CHANGED]{.underline}**

1\. [3.3.1-9, Interest]{.underline} was revised to delete applicability
to cost contracts.

2\. [3.6.2-9, Equal Employment Opportunity]{.underline} is made
applicable to contracts over \$10,000.

**[E. DISPOSITION OF THIS CHANGE]{.underline}**

The following clauses are deleted in their entirety and the attached
revised or added clauses are substituted:

**Delete ** **Replace with **

[Clause]{.underline} [Dated]{.underline} [Clause]{.underline}
[Dated]{.underline}

3.2.2.3-70 May 1996 3.2.2.3-70 August 1998

\-\-- \-\-- 3.2.2.3-72 August 1998

3.3.1-17 October 1996 3.3.1.-17 August 1998

3.3.1-18 May 1996 3.3.1-18 August 1998

3.3.1-19 November 1997 3.3.1-19 August 1998

3.6.1-8 July 1996 3.6.1-8 August 1998

3.6.2-9 November 1997 3.6.2-9 August 1998

3.6.2-20 May 1996 3.6.2-20 August 1998

\-\-- \-\-- 3.6.2-35 August 1998

\-\-- \-\-- 3.6.3-7 August 1998

\-\-- \-\-- 3.6.3-8 August 1998

\-\-- \-\-- 3.6.3-9 August 1998

\-\-- \-\-- 3.6.3-10 August 1998

\-\-- \-\-- 3.6.3-11 August 1998

\-\-- \-\-- 3.6.3-12 August 1998

\-\-- \-\-- 3.8.2-21 August 1998

3.9.1-1 November 1997 3.9.1-1 August 1998

3.9.1-3 August 1996 3.9.1-3 August 1998

3.10.1-8 May1996 3.10.1-8 August 1998

**F. [ATTACHMENT]{.underline}**

The revised/added clauses are attached to this change.

Attachment

[Revised/Added Clauses]{.underline}

3.2.2.3-70 Taxpayer Identification

3.2.2.3-72 Announcement of Competing Offerors

3.3.1-17 Prompt Payment

3.3.1-18 Prompt Payment for Fixed Price Architect-Engineer Contracts

3.3.1-19 Prompt Payment for Construction Contracts

3.6.1-8 Notification of Competition Limited to Eligible SEDB Concerns

3.6.2-9 Equal Employment Opportunity

3.6.2-20 Payrolls and Basic Records

3.6.2-35 Prevention of Sexual Harassment

3.6.3-7 Waste Reduction Program

3.6.3-8 Ozone-Depleting Substance

3.6.3-9 Refrigeration Equipment and Air Conditioners

3.6.3-10 Certification of Toxic Chemical Release Reporting

3.6.3-11 Toxic Chemical Release Reporting

3.6.3-12 Asbestos-Free Construction

3.8.2-21 Key - Badge Requirements

3.9.1-1 Contract Disputes

3.9.1-3 Protest

3.10.1-8 Suspension of Work

3.2.2.3-70 Taxpayer Identification

TAXPAYER IDENTIFICATION (AUGUST 1998)

\(a\) Definitions.

\(1\) "Common parent," as used herein, means that corporate entity that
owns or controls an affiliated group of corporations that files its
Federal income tax returns on a consolidated basis, and of which the
offeror is a member.

\(2\) "Corporate status," as used herein, means a designation as to
whether the offeror is a corporate entity, an unincorporated entity
(e.g., sole proprietorship or partnership), or a corporation providing
medical and health care services.

\(3\) "Taxpayer Identification Number (TIN)," as used herein, means the
number required by the IRS to be used by the offeror in reporting income
tax and other returns.

\(b\) All offerors are required to submit the information required in
paragraphs (c) through (e) of this provision in order to comply with
reporting requirements of 26 U.S.C. 6041, 6041A, and 6050M and
implementing regulations issued by the Internal Revenue Service (IRS).
The FAA will use this information for the purpose of collecting and
reporting on any delinquent amounts arising out of the respondent's
relation with the Federal Government. This is pursuant to Public Law 104
-134, the Debt Collection Improvement Act of 1996, Section 31001(I)(3).
If the resulting contract is subject to the reporting requirements, the
failure or refusal by the offeror to furnish the information mayresult
in a 31 percent reduction of payments otherwise due under the contract.

\(c\) Taxpayer Identification Number (TIN).

\[ \] TIN: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[ \] TIN has been applied for.

\[ \] TIN is not required because:

\[ \] Offeror is a nonresident alien, foreign corporation, or foreign
partnership that does not leave income effectively connected with the
conduct of a trade or business in the U.S. and does not have all office
or place of business or a fiscal paying agent in the U.S.;

\[ \] Offeror is an agency or instrumentality of a foreign government;

\[ \] Offeror is an agency or instrumentality of a Federal, state, or
local government;

\[ \] Other State basis.
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

\(d\) Corporate Status.

\[ \] Corporation providing medical and health care services, or engaged
in the billing and collecting of payments for such services; \[ \] Other
corporate entity

\[ \] Not a corporate entity

\[ \] Sole proprietorship

\[ \] Partnership

\[ \] Hospital or extended care facility described in 26 CFR 501(c)(3)
that is exempt from taxation under 26 CFR 501(a).

\(e\) Common Parent.

\[ \] Offeror is not owned or controlled by a common parent as defined
in paragraph (a) of this clause.

\[ \] Name and TIN of common patent:

Name
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

TIN
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

*(End of Provision)*

3.2.2.3-72 Announcement of Competing Offerors

ANNOUNCEMENT OF COMPETING OFFERORS (AUGUST 1998)

\(a\) Applicability. This provision applies when it is determined that
the names and addresses of offerors responding to a screening
information request (SIR) may be publicly announced.

\(b\) To encourage small businesses to seek subcontracting opportunities
with potential FAA contractors, the Contracting Officer (CO) may
publicly announce the names and addresses of offerors responding to this
screening information request (SIR) prior to selection and award.

\(c\) Competing offerors must notify the CO in writing, at the time of
the proposal submission if they do not wish to have their name and
address made public for subcontracting opportunities. If an offeror
objects to the release of this information, the information will not be
released.

*(End of provision)*

3.3.1-17 Prompt Payment

PROMPT PAYMENT (AUGUST 1998)

Notwithstanding any other payment clause in this contract, the
Government will make invoice payments and contract financing payments
under the terms and conditions specified in this clause. Payment shall
be considered as being made on the day a check is dated or an electronic
funds transfer is made. All days referred to in this clause are calendar
days, unless otherwise specified.

\(a\) Invoice Payments.

\(1\) For purposes of this clause, invoice payment means a Government
disbursement of monies to a Contractor under a contract or other
authorization for supplies or services accepted by the Government. This
includes payments for partial deliveries that have been accepted by the
Government, final payments under T&M and labor-hour contracts, and final
cost or fee payments where amounts owed have been settled between the
Government and the Contractor.

\(2\) Except as indicated in subparagraph (a)(3) and paragraph (c) of
this clause, the due date for making invoice payments by the designated
payment office shall be the later of the following two events:

\(i\) The 30th day after the designated billing office has received a
proper invoice from the Contractor.

\(ii\) The 30th day after Government acceptance of supplies delivered or
services performed by the Contractor. On a final invoice where the
payment amount is subject to contract settlement actions, acceptance
shall be deemed to have occurred on the effective date of the contract
settlement. However, if the designated billing office fails to annotate
the invoice with the actual date of receipt, the invoice payment due
date shall be deemed to be the 30th day after the date the Contractor\'s
invoice is dated, provided a proper invoice is received and there is no
disagreement over quantity, quality, or Contractor compliance with
contract requirements.

\(3\) An invoice is the Contractor\'s bill or written request for
payment under the contract for supplies delivered or services performed.
An invoice shall be prepared and submitted to the designated billing
officer specified in the contract. A proper invoice must include the
items listed in subdivisions (a)(3)(i) through (a)(3)(viii) of this
clause. If the invoice does not comply with these requirements, then the
Contractor will be notified of the defect within 7 days after receipt of
the invoice at the designated billing office. Untimely notification will
be taken into account in the computation of any interest penalty owed
the Contractor in the manner described in subparagraph (a)(6) of this
clause.

\(i\) Name and address of the Contractor.

\(ii\) Invoice date.

\(iii\) Contract number or other authorization for supplies delivered or
services performed (including order number and contract line item
number).

\(iv\) Description, quantity, unit of measure, unit price, and extended
price of supplies delivered or services performed.

\(v\) Shipping and payment terms (e.g., shipment number and date of
shipment, prompt payment discount terms). Bill of lading number and
weight of shipment will be shown for shipments on Government bills of
lading.

\(vi\) Name and address of Contractor official to whom payment is to be
sent (must be the same as that in the contract or in a proper notice of
assignment).

\(vii\) Name (where practicable), title, phone number and mailing
address of person to be notified in event of a defective invoice.

\(viii\) Any other information or documentation required by other
requirements of the contract (such as evidence of shipment).

\(4\) An interest penalty shall be paid automatically by the Government
, without request from the contractor, if payment is not made by the due
date and the conditions listed in subdivisions (a)(4)(i) through
(a)(4)(iii) of this clause are met, if applicable.

\(i\) A proper invoice was received by the designated billing office.

\(ii\) A receiving report or other Government documentation authorizing
payment was processed and there was no disagreement over quantity,
quality, or contractor compliance with any contract term or condition.

\(iii\) In the case of a final invoice for any balance of funds due the
Contractor for supplies delivered or services performed, the amount was
not subject to further contract settlement actions between the
Government and the Contractor.

\(5\) The interest penalty shall be as specified in the "Interest"
clause. The interest penalty amount, interest rate and the period for
which the interest penalty was computed, will be separately stated by
the designated payment office on the check, in accompanying remittance
advice, or, in the case of wire transfers, by an appropriate electronic
data message accompanying the wire transfer. If the designated billing
office failed to notify the Contractor of a defective invoice within the
periods prescribed in subparagraph (a)(3) of this clause, then the due
date on the corrected invoice will be adjusted by subtracting the number
of days taken beyond the prescribed notification of defects period. Any
interest penalty owed the Contractor will be based on this adjusted due
date. Adjustments will be made by the designated payment office for
errors in calculating interest penalties, if requested by the
Contractor.

\(i\) For the sole purpose of computing an interest penalty that might
be due the contractor, Government acceptance shall be deemed to have
occurred constructively on the 7th day (unless otherwise specified in
this contract) after the contractor delivered the supplies or performed
the services in accordance with the terms and conditions of the
contract, unless there is a disagreement over quantity, quality, or
contractor compliance with a contract provision. In the event that
actual acceptance occurs within the constructive acceptance period, the
determination of an interest penalty shall be based on the actual date
of acceptance. The constructive acceptance requirement does not,
however, compel Government officials to accept supplies or services,
perform contract administration functions, or make payment prior to
fulfilling their responsibilities.

\(ii\) The following periods of time will not be included in the
determination of an interest penalty:

\(A\) The period taken to notify the Contractor of defects in invoices
submitted to the Government, but this may not exceed 7 days.

\(B\) The period between the defects notice and resubmission of the
corrected invoice by the Contractor.

\(C\) Any period of delay caused by incorrect electronic funds transfer
(EFT) information, in accordance with the EFT clause of this contract.

\(iii\) Interest penalties will not continue to accrue after the filing
of a claim for such penalties under Federal Aviation Administration
(FAA) contract disputes resolution procedures. Interest penalties of
less than \$1.00 need not be paid.

\(iv\) Interest penalties are not required on payment delays due to
disagreement between the Government and Contractor over the payment
amount or other issues involving contract compliance or on amounts
temporarily withheld or retained in accordance with the terms of the
contract. Contract disputes, and any interest that may be payable, will
be resolved in accordance with FAA contract disputes resolution
procedures.

\(6\) An interest penalty shall also be paid automatically by the
designated payment office, without request from the contractor, if a
discount for prompt payment is taken improperly. The interest penalty
will be calculated as described in subparagraph (a)(5) of this clause on
the amount of discount taken for the period beginning with the first day
after the end of the discount period through the date when the
contractor is paid.

\(b\) Contract Financing Payments.

\(1\) For purposes of this clause, contract financing payments mean
Government disbursements of monies to a Contractor under a contract
clause or other authorization without regard to acceptance of supplies
or services by the Government. Contract financing payments include but
are not limited to payments made according to commercial terms and
installment payments. They also include interim vouchers under T&M,
labor-hour, and cost reimbursement contracts (regardless of whether
goods or services were delivered and received by the Government).

\(2\) For contracts that provide for contract financing payments,
requests for payment shall be submitted to the designated billing office
as specified in this contract or as directed by the Contracting Officer.
Payments shall be made on the 30th day after receipt of a proper payment
request by the designated billing office. In the event that an audit or
other review of a specific payment request is required to ensure
compliance with the terms and conditions of the contract, the designated
payment office is not compelled to make payment by the due date
specified.

\(3\) Contract financing payments shall not be assessed an interest
penalty for payment delays.

\(c\) If this contract contains the Fast Payment Procedures, payments
will be made within 15 days after the date of receipt of the invoice.

(*End of clause*)

3.3.1-18 Prompt Payment for Fixed-Price Architect-Engineer Contracts

PROMPT PAYMENT FOR FIXED-PRICE ARCHITECT-ENGINEER

CONTRACTS (AUGUST 1998)

Notwithstanding any other payment clause in this contract, the FAA will
make invoice payments and contract financing payments under the terms
and conditions specified in this clause. Payment shall be considered as
being made on the day a check is dated or an electronic funds transfer
is made. All days referred to in this clause are calendar days, unless
otherwise specified.

\(a\) Invoice Payments.

\(1\) For purposes of this clause, invoice payment means a FAA
disbursement of monies to a Contractor under a contract or other
authorization for work or services accepted by the FAA, payments for
partial deliveries that have been accepted by the FAA , and financing
payments based on Contracting Officer approval of the estimated amount
and value of work or services performed.

\(2\) The due date for making invoice payments shall be as described in
this subparagraph (a)(2)(i).

\(i\) The due date for work or services completed by the Contractor
shall be the later of the following two events:

\(A\) The 30th day after the designated billing office has received a
proper invoice from the Contractor.

\(B\) The 30th day after FAA acceptance of the work or services
completed by the Contractor. On a final invoice where the payment amount
is subject to contract settlement actions (e.g., release of claims),
acceptance shall be deemed to have occurred on the effective date of the
contract settlement.

\(ii\) The due date for financing payments shall be the 30th day after
FAA approval of Contractor estimates of work or services accomplished.

\(iii\) However, if the designated billing office fails to annotate the
invoice or payment request with the actual date of receipt, the payment
due date shall be deemed to be the 30th day after the date the
Contractor\'s invoice or payment request is dated, provided a proper
invoice or payment request is received and there is no disagreement over
quantity, quality, or Contractor compliance with contract requirements.

\(3\) An invoice is the Contractor\'s bill or written request for
payment under the contract for work or services performed under the
contract. An invoice shall be prepared and submitted to the designated
billing office. A proper invoice must include the items listed in
subdivisions (a)(3)(i) through (a)(3)(viii) of this clause. If the
invoice does not comply with these requirements, then the Contractor
will be notified of the defect within 7 days after receipt of the
invoice at the designated billing office. Untimely notification will be
taken into account in the computation of any interest penalty owed the
Contractor in the manner described in subparagraph (a)(5) of this
clause:

\(i\) Name and address of the Contractor.

\(ii\) Invoice date.

\(iii\) Contract number or other authorization for work or services
performed (including other number and contract line item number.)

\(iv\) Description of work or services performed.

\(v\) Delivery and payment terms (e.g., prompt payment discount terms).

\(vi\) Name and address of Contractor official to whom payment is to be
sent (must be the same as that in the contract or in a proper notice of
assignment).

\(vii\) Name (where practicable), title, phone number, and mailing
address of person to be notified in event of a defective invoice.

\(viii\) Any other information or documentation required by the
contract.

\(4\) An interest penalty shall be paid automatically by the designated
payment office, without request from the Contractor, if payment is not
made by the due date and the conditions listed in subdivisions (a)(4)(i)
through (a)(4)(iii) of this clause are met, if applicable.

\(i\) A proper invoice was received by the designated billing office.

\(ii\) A receiving report or other FAA documentation authorizing payment
was processed and there was no disagreement over quantity, quality,
Contractor compliance with any contract term or condition, or requested
progress payment amount.

\(iii\) In the case of a final invoice for any balance of funds due the
Contractor for work or services performed, the amount was not subject to
further contract settlement actions between the FAA and the Contractor.

\(5\) The interest penalty shall be as specified in the "Interest"
clause. If the designated billing office failed to notify the Contractor
of a defective invoice within the periods prescribed in subparagraph
(a)(3) of this clause, then the due date on the corrected invoice will
be adjusted by subtracting the number of days taken beyond the
prescribed notification of defects period. Any interest penalty owed the
Contractor will be based on this adjusted due date. Adjustments will be
made by the designated payment office for errors in calculating interest
penalties, if requested by the Contractor.

\(i\) For the sole purpose of computing an interest penalty that might
be due the Contractor, FAA acceptance or approval shall be deemed to
have occurred constructively as shown in subdivisions (a)(5)(i) (A) and
(B) of this clause. In the event that actual acceptance or approval
occurs within the constructive acceptance or approval period, the
determination of an interest penalty shall be based on the actual date
of acceptance or approval. Constructive acceptance or constructive
approval requirements do not apply if there is a disagreement over
quantity, quality, Contractor compliance with a contract provision, or
requested progress payment amounts. These requirements also do not
compel FAA officials to accept work or services, approve Contractor
estimates, perform contract administration functions, or make payment
prior to fulfilling their responsibilities.

\(A\) For work or services completed by the Contractor, FAA acceptance
shall be deemed to have occurred constructively on the 7th day after the
Contractor has completed the work or services in accordance with the
terms and conditions of the contract.

\(B\) For financing payments, FAA approval shall be deemed to have
occurred on the 7th day after Contractor estimates have been received by
the designated billing office.

\(ii\) The following periods of time will not be included in the
determination of an interest penalty:

\(A\) The period taken to notify the Contractor of defects in invoices
submitted to the FAA, but this may not exceed 7 days.

\(B\) The period between the defects notice and resubmission of the
corrected invoice by the Contractor.

** **(C) The period attributable to incorrect electronic funds transfer
(EFT) information in accordance with the EFT clause of this contract.

\(iii\) Interest penalties will not continue to accrue after the filing
of a claims for such penalties under FAA contract disputes resolution
procedures. Interest penalties of less than \$1.00 need not be paid.

\(iv\) Interest penalties are not required on payment delays due to
disagreement between the FAA and Contractor over the payment amount or
other issues involving contract compliance, or on amounts temporarily
withheld or retained in accordance with the terms of the contract.
Contract disputes, and any interest that may be payable will be resolved
in accordance with FAA contract disputes resolution procedures.

\(6\) An interest penalty shall also be paid automatically by the
designated payment office, without request from the Contractor, if a
discount for prompt payment is taken improperly. The interest penalty
will be calculated on the amount of discount taken for the period
beginning with the first day after the end of the discount period
through the date when the Contractor is paid.

\(b\) Contract Financing Payments.

\(1\) For purposes of this clause, if applicable, contract financing
payments, mean FAA disbursements of monies to a Contractor under a
contract clause or other authorization without regard to acceptance of
supplies or services by the FAA , other than financing payments based on
estimates of amount and value of work performed.

\(2\) If this contract provides for contract financing payments,
requests for payment shall be submitted to the designated billing office
as specified in this contract or as directed by the Contracting Officer.
Contract financing payments shall be made on the 30th day after receipt
of a proper contract payment request by the designated billing office.
In the event that an audit or other review of a specific payment request
is required to ensure compliance with the terms and conditions of the
contract, the designated payment office is not compelled to make payment
by the due date specified. Contract financing payments shall not be
assessed an interest penalty for payment delays.

*(End of clause)*

3.3.1-19 Prompt Payment for Construction Contracts

PROMPT PAYMENT FOR CONSTRUCTION CONTRACTS (AUGUST 1998)

Notwithstanding any other payment clause in this contract, the FAA will
make invoice payments and contract financing payments under the terms
and conditions specified in this clause. Payment shall be considered as
being made on the day a check is dated or an electronic funds transfer
is made. All days referred to in this clause are calendar days, unless
otherwise specified.

\(a\) Invoice Payments.

\(1\) For purposes of this clause, there are several types of invoice
payments which may occur under this contract, as follows:

\(i\) Financing payments, if provided for elsewhere in this contract,
based on Contracting Officer approval of the estimated amount and value
of work or services performed, including payments for reaching
milestones in any project:

\(A\) The due date for making such payments shall be 14 days after
receipt of the payment request by the designated billing office.
However, if the designated billing office fails to annotate the payment
request with the actual date of receipt, the payment due date shall be
deemed to be the 14th day after the date the Contractor\'s payment
request is dated, provided a proper payment request is received and
there is no disagreement over quantity, quality, or Contractor
compliance with contract requirements.

\(B\) The due date for payment of any amounts retained by the
Contracting Officer in accordance with the clause "Payments Under
Fixed-Price Construction Contracts," shall be as specified in the
contract or, if not specified, 30 days after approval for release to the
Contractor by the Contracting Officer.

\(ii\) Final payments based on completion and acceptance of all work and
presentation of release of all claims against the FAA arising by virtue
of the contract, and payments for partial deliveries that have been
accepted by the FAA (e.g., each separate building, public work, or other
division of the contract for which the price is stated separately in the
contract):

\(A\) The due date for making such payments shall be either the 30th day
after receipt by the designated billing office of a proper invoice from
the Contractor, or the 30th day after FAA acceptance of the work or
services completed by the Contractor, whichever is later. However, if
the designated billing office fails to annotate the invoice with the
date of actual receipt, the invoice payment due date shall be deemed to
be the 30th day after the date the Contractor\'s invoice is dated,
provided a proper invoice is received and there is no disagreement over
quantity, quality, or Contractor compliance with contract requirements.

\(B\) On a final invoice where the payment amount is subject to contract
settlement actions (e.g., release of claims), acceptance shall be deemed
to have occurred on the effective date of the contract settlement.

\(2\) An invoice is the Contractor\'s bill or written request for
payment under the contract for work or services performed under the
contract. An invoice shall be prepared and submitted to the designated
billing office. A proper invoice must include the items listed in
subdivisions (a)(2)(i) through (a)(2)(ix) of this clause. If the invoice
does not comply with these requirements, the Contractor will be notified
of the defect within 7 days after receipt of the invoice at the
designated billing office. Untimely notification will be taken into
account in the computation of any interest penalty owed the Contractor
in the manner described in subparagraph (a)(4) of this clause:

\(i\) Name and address of the Contractor.

\(ii\) Invoice date.

\(iii\) Contract number of other authorization for work or services
performed (including order number and contract line item number).

\(iv\) Description of work or services performed.

\(v\) Delivery and payment terms (e.g., prompt payment discount terms).

\(vi\) Name and address of Contractor official to whom payment is to be
sent (must be the same as that in the contract or in a proper notice of
assignment).

\(vii\) Name (where practicable), title, phone number, and mailing
address of person to be notified in event of a defective invoice.

\(viii\) For payments described in subdivision (a)(1)(i) of this clause,
substantiation of the amounts requested and certification in accordance
with the requirements of the clause "Payments Under Fixed-Price
Construction Contracts."

\(ix\) Any other information or documentation required by the contract.

\(3\) An interest penalty shall be paid automatically by the designated
payment office, without request from the Contractor, if payment is not
made by the due date and the conditions listed in subdivisions (a)(3)(i)
through (a)(3)(iii) of this clause are met, if applicable.

\(i\) A proper invoice was received by the designated billing office.

\(ii\) A receiving report or other FAA documentation authorizing payment
was processed and there was no disagreement over quantity, quality,
Contractor compliance with any contract term or condition, or requested
progress payment amount.

\(iii\) In the case of a final invoice for any balance of funds due the
Contractor for work or services performed, the amount was not subject to
further contract settlement actions between the FAA and the Contractor.

\(4\) The interest penalty shall be as specified in the "Interest"
clause. If the designated billing office failed to notify the Contractor
of a defective invoice within the periods prescribed in subparagraph
(a)(2) of this clause, then the due date on the corrected invoice will
be adjusted by subtracting the number of days taken beyond the
prescribed notification of defects period. Any interest penalty owed the
Contractor will be based on this adjusted due date. Adjustments will be
made by the designated payment office for errors in calculating interest
penalties, if requested by the Contractor.

\(i\) For the sole purpose of computing an interest penalty that might
be due the Contractor for payments described in subdivision (a)(1)(ii)
of this clause, FAA acceptance or approval shall be deemed to have
occurred constructively on the 7th day after the Contractor has
completed the work or services in accordance with the terms and
conditions of the contract. In the event that actual acceptance or
approval occurs within the constructive acceptance or approval period,
the determination of an interest penalty shall be based on the actual
date of acceptance or approval. Constructive acceptance or constructive
approval requirements do not apply if there is a disagreement over
quantity, quality, or Contractor compliance with a contract provision.
These requirements also do not compel FAA officials to accept work or
services, approve Contractor estimates, perform contract administration
functions, or make payment prior to fulfilling their responsibilities.

\(ii\) The following periods of time will not be included in the
determination of an interest penalty:

\(A\) The period taken to notify the Contractor of defects in invoices
submitted to the FAA , but this may not exceed 7 days.

\(B\) The period between the defects notice and resubmission of the
corrected invoice by the Contractor.

** **(C) The period attributable to incorrect electronic funds transfer
(EFT) in accordance with the EFT clause of this contract.

\(iii\) Interest penalties will not continue to accrue after the filing
of a claim for such penalties under FAA contract disputes resolution
procedures. Interest penalties of less than \$1.00 need not be paid.

\(iv\) Interest penalties are not required on payment delays due to
disagreement between the FAA and Contractor over the payment amount or
other issues involving contract compliance, or on amounts temporarily
withheld or retained in accordance with the terms of the contract.
Contract disputes, and any interest that may be payable, will be
resolved under FAA contract disputes resolution procedures.

\(5\) An interest penalty shall also be paid automatically by the
designated payment office, without request from the Contractor, if a
discount for prompt payment is taken improperly. The interest penalty
will be calculated on the amount of discount taken for the period
beginning with the first day after the end of the discount period
through the date when the Contractor is paid.

\(b\) Contract Financing Payments.

\(1\) For purposes of this clause, if applicable, contract financing
payments, mean FAA disbursements of monies to a Contractor under a
contract clause or other authorization without regard to acceptance of
supplies or services by the FAA , other than financing payments based on
estimates of amount and value of work performed.

\(2\) If this contract provides for contract financing payments,
requests for payment shall be submitted to the designated billing office
as specified in this contract or as directed by the Contracting Officer.
Contract financing payments shall be made on the 30th day after receipt
of a proper contract payment request by the designated billing office.
In the event that an audit or other review of a specific payment request
is required to ensure compliance with the terms and conditions of the
contract, the designated payment office is not compelled to make payment
by the due date specified. Contract financing payments shall not be
assessed an interest penalty for payment delays.

\(c\) The Contractor shall include in each subcontract for property or
services (including a material supplier) for the purpose of performing
this contract the following:

\(1\) A payment clause which obligates the Contractor to pay the
subcontractor for satisfactory performance under its subcontract not
later than 7 days from receipt of payment out of such amounts as are
paid to the Contractor under the contract.

\(2\) An interest penalty clause obligates the Contractor to pay to the
subcontractor an interest penalty for each payment not made in
accordance with the payment clause-

\(i\) For the period beginning on the day after the required payment
date and ending on the date on which payment of the amount due is made;
and

\(ii\) Computed in accordance with the "Interest" clause.

\(3\) A clause requiring each subcontractor to include a payment clause
and an interest penalty clause conforming to the standards set forth in
subparagraphs (c)(1) and (c)(2) of this clause in each of its
subcontracts, and to require each of its subcontractors to include such
clauses in their subcontracts with each lower- tier subcontractor or
supplier.

\(d\) The clauses required by paragraph (c) of this clause shall not be
constructed to impair the right of Contractor or a subcontractor at any
tier to negotiate, and to include in their subcontract, provisions
which-

\(1\) Permit the Contractor of a subcontractor to retain (without cause)
a specified percentage of each progress payment otherwise due to a
subcontractor for satisfactory performance under the subcontract without
incurring any obligation to pay a late payment interest penalty, in
accordance with terms and conditions agreed to by the parties to the
subcontract, giving such recognition as the parties deem appropriate to
the ability of a subcontractor to furnish a performance bond and a
payment bond;

\(2\) Permit the Contractor or subcontractor to make determination that
part or all of the subcontractor\'s request for payment may be withheld
in accordance with the subcontract agreement;

\(3\) Permit such withholding without incurring any obligation to pay a
late payment penalty if-

\(i\) A notice conforming to the standards of paragraph (g) of this
clause has been previously furnished to the subcontractor,

\(ii\) A copy of any notice issued by a Contractor pursuant to
subdivision (d)(3)(i) of this clause has been furnished to the
Contracting Officer.

\(e\) If a Contractor, after making a request for payment to the FAA but
before making a payment to a subcontractor for the subcontractor\'s
performance covered by the payment request, discovers that all or a
portion of the payment otherwise due such subcontractor is subject to
withholding from the subcontractor in accordance with the subcontract
agreement, then the Contractor shall-

\(1\) Furnish to the subcontractor a notice conforming to the standards
of paragraph (g) of this clause as soon as practicable upon ascertaining
the cause giving rise to a withholding, but prior to the due date for
subcontractor payment;

\(2\) Furnish to the Contracting Officer, as soon as practicable, a copy
of the notice furnished to the subcontractor pursuant to subparagraph
(e)(1) of this clause;

\(3\) Reduce the subcontractor\'s progress payment by an amount not to
exceed the amount specified in the notice of withholding furnished under
subparagraph (e)(1) of this clause;

\(4\) Pay the subcontractor as soon as practicable after the correction
of the identified subcontract performance deficiency, and-

\(i\) Make such payment within-

\(A\) Seven days after correction of the identified subcontract
performance deficiency (unless the funds therefor must be recovered from
the FAA because of a reduction under subdivision (e)(5)(i)) of this
clause; or

\(B\) Seven days after the Contractor recovers such funds from the FAA;
or

\(ii\) Incur an obligation to pay a late payment interest penalty
computed in accordance with the "Interest" clause;

\(5\) Notify the Contracting Officer upon-

\(i\) Reduction of the amount of any subsequent certified application
for payment; or

\(ii\) Payment to the subcontractor of any withheld amounts of a
progress payment, specifying-

\(A\) The amounts withheld under subparagraph (e)(1) of this clause;

\(B\) The dates that such withholding began and ended; and

\(6\) Be obligated to pay to the FAA an amount equal to interest on the
withheld from the 8th day after receipt of the withheld amounts from the
FAA until-

\(i\) The day the identified subcontractor performance deficiency is
corrected; or

\(ii\) The date that any subsequent payment is reduced under subdivision
(e)(5)(i) of this clause.

(f)(1) If a Contractor, after making payment to a first-tier
subcontractor, receives from a supplier or subcontractor of the
first-tier subcontractor (hereafter referred to as a second-tier
subcontractor) a written notice in accordance with section 2 of the Act
of August 24, 1935 (40 U.S.C. 270b, Miller Act), asserting a deficiency
in such first-tier subcontractor\'s performance under the contract for
which the Contractor may be ultimately liable, and the Contractor
determines that all or a portion of future payments otherwise due such
first-tier subcontractor is subject to withholding in accordance with
the subcontract agreement, then the Contractor may, without incurring an
obligation to pay an interest penalty under subparagraph (e)(6) of this
clause-

\(i\) Furnish to the first-tier subcontractor a notice conforming to the
standards of paragraph (g) of this clause as soon as practicable upon
making such determination; and

\(ii\) Withhold from the first-tier subcontractor\'s next available
progress payment or payments an amount not to exceed the amount
specified in the notice of withholding furnished under subdivision
(f)(1)(i) of this clause.

\(2\) As soon as practicable, but not later than 7 days after receipt of
satisfactory written notification that the identified subcontract
performance deficiency has been corrected, the Contractor shall pay the
amount withheld under subdivision (f)(1)(ii) of this clause to such
first-tier subcontractor, or shall incur an obligation to pay a late
payment interest penalty to such first-tier subcontractor computed in
accordance with the "Interest" clause.

\(g\) A written notice of any withholding shall be issued to a
subcontractor (with a copy to the Contracting Officer of any such notice
issued by the Contractor), specifying:

\(1\) The amount to be withheld;

\(2\) The specific causes for the withholding under the terms of the
subcontract; and

\(3\) The remedial actions to be taken by the subcontractor in order to
receive payment of the amounts withheld.

\(h\) The Contractor may not request payment from the FAA of any amount
withheld or retained in accordance with paragraph (d) of this clause
until such time as the Contractor has determined and certified to the
Contracting Officer that the subcontractor is entitled to the payment of
such amount.

\(i\) A dispute between the Contractor and subcontractor relating to the
amount or entitlement of a subcontractor to a payment or a late payment
interest penalty under a clause included in the subcontract pursuant to
paragraph (c) of this clause does not constitute a dispute to which the
FAA is a party. The FAA may not be interpleaded in any judicial or
administrative proceeding involving such a dispute.

\(j\) Except as provided in paragraph (i) of this clause, this clause
shall not limit or impair any contractual, administrative, or judicial
remedies otherwise available to the Contractor or a subcontractor in the
event of a dispute involving late payment or nonpayment by the
Contractor or deficient subcontract performance or nonperformance by a
subcontractor.

\(k\) The Contractor\'s obligation to pay an interest penalty to a
subcontractor pursuant to the clauses included in a subcontract under
paragraph (c) of this clause shall not be construed to be an obligation
of the FAA for such interest penalty. A cost reimbursement claim may not
include any amount for reimbursement of such interest penalty.

(*End of clause*)

3.6.1-8 Notification of Competition Limited to Eligible SEDB Concerns

NOTIFICATION OF COMPETITION LIMITED TO

ELIGIBLE SEDB CONCERNS (AUGUST 1998)

\(a\) Offers are solicited only from "eligible socially and economically
disadvantaged business (SEDB)" concerns. As used herein, an "eligible
SEDB" concern is a small business concern expressly certified by the
Small Business Administration (SBA) for participation in the SBA's 8(a)
program and which meets the following criteria at the time of release of
the initial SIR or public announcement (if issued), whichever is first:

\(1\) SIC code [\[]{.underline}*[insert SIC code assigned to the
acquisition by the contracting activity]{.underline}*[\]]{.underline} is
specifically included in the offeror's approved business plan;

\(2\) The offeror is in conformance with the 8(a) support limitation set
forth in its approved business plan; and

\(3\) The offeror is in conformance with the Business Activity Targets
set forth in its approved business plan or any remedial action direct by
the SBA.

\(b\) By submission of its offer, the offeror certifies that it meets
all of the criteria set forth in paragraph (a) of this clause.

(c)(1) Agreement. A manufacturer or regular dealer submitting an offer
in its own name agrees to furnish, in performing the contract, only end
items manufactured or produced by small business concerns inside the
United States, its territories or possessions, the Commonwealth of
Puerto Rico, or the Trust Territory of the Pacific Islands. However ,
this requirement does not apply in connection with construction or
service contracts.

\(2\) The *[\[insert name of contractor\]]{.underline}* will notify the
*[\[insert name of FAA Contracting Officer\]]{.underline}* in writing
immediately upon entering an agreement (either oral or written) to
transfer all or part of its stock or other ownership interest to any
other party.

*(End of clause)*

3.6.2-9 Equal Opportunity

EQUAL OPPORTUNITY (AUGUST 1998)

\(a\) If, during any 12-month period (including the 12 months preceding
the award of this contract), the Contractor has been or is awarded
nonexempt Federal contracts and/or subcontracts that have an aggregate
value in excess of \$10,000, the Contractor shall comply with
subparagraphs (b)(1) through (11) below. Upon request, the Contractor
shall provide information necessary to determine the applicability of
this clause.

\(b\) During performing this contract, the Contractor agrees as follows:

\(1\) The Contractor shall not discriminate against any employee or
applicant for employment because of race, color, religion, sex, or
national origin.

\(2\) The Contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated during
employment, without regard to their race, color, religion, sex, or
national origin. This shall include, but not be limited to, (i)
employment, (ii) upgrading, (iii) demotion, (iv) transfer, (v)
recruitment or recruitment advertising, (vi) layoff or termination,
(vii) rates of pay or other forms of compensation, and (viii) selection
for training, including apprenticeship.

\(3\) The Contractor shall post in conspicuous places available to
employees and applicants for employment the notices that explain this
clause.

\(4\) The Contractor shall, in all solicitations or advertisement for
employees placed by or on behalf of the Contractor, state that all
qualified applicants will receive consideration for employment without
regard to race, color, religion, sex, or national origin.

\(5\) The Contractor shall send, to each labor union or representative
of workers with which it has a collective bargaining agreement or other
contract or understanding, the notice to be provided by the Contracting
Officer advising the labor union or workers\' representative of the
Contractor\'s commitments under this clause, and post copies of the
notice in conspicuous places available to employees and applicants for
employment.

\(6\) The Contractor shall comply with Executive Order 11246, as
amended, and the rules, regulations, and orders of the Secretary of
Labor.

\(7\) The Contractor shall furnish to the FAAall information required by
Executive Order 11246, as amended, and by the rules, regulations, and
orders of the Secretary of Labor. Standard Form 100 (EEO-1), or any
successor form, is the prescribed form to be filed within 30 days
following the award, unless filed within 12 months preceding the date of
award.

\(8\) The Contractor shall permit access to its books, records, and
accounts by the FAA or the Office of Federal Contract Compliance
Programs (OFCCP) for the purposes of investigation to ascertain the
Contractor\'s compliance with the applicable rules, regulations, and
orders.

\(9\) If the OFCCP determines that the Contractor is not in compliance
with this clause or any rule, regulation, or order of the Secretary of
Labor, the contract may be canceled, terminated, or suspended in whole
or in part and the Contractor may be declared ineligible for further
Government contracts, under the procedures authorized in Executive Order
11246, as amended. In addition, sanctions maybe imposed and remedies
invoked against the Contractor as provided in Executive Order 11246, as
amended, the rules, regulations, and orders of the Secretary of Labor,
or as otherwise provided by law.

\(10\) The Contractor shall include the terms and conditions of
subparagraph (b)(1) through (11) of this clause in every subcontract or
purchase order that is not exempted by the rules, regulations, or orders
of the Secretary of Labor issued under Executive Order 11246, as
amended, so that these terms and conditions will be binding upon each
subcontractor or vendor.

\(11\) The Contractor shall take such action with respect to any
subcontract or purchase order as the FAAmay direct as a means of
enforcing these terms and conditions, including sanctions for
noncompliance; provided, that if the Contractor becomes involved in, or
is threatened with, litigation with a subcontractor or vendor as a
result of any direction, the Contractor may request the United States to
enter into the litigation to protect the interests of the United States.

\(c\) Notwithstanding any other clause in this contract, disputes
relative to this clause will be governed by the procedures in 41 CFR
60-1.1.

*(End of Clause)*

3.6.2-20 Payrolls and Basic Records** **

PAYROLLS AND BASIC RECORDS (AUGUST 1998)

\(a\) Payrolls and basic records relating thereto shall be maintained by
the Contractor during the course of the work and preserved for a period
of 3 years thereafter for all laborers and mechanics working at the site
of the work. Such records shall contain the name, address and social
security number of each such worker, his or her correct classification,
hourly rates of wages paid (including rates of contributions or costs
anticipated for bona fide fringe benefits or cash equivalents thereof of
the types described in section 1(b)(2)(B) of the Davis-Bacon Act), daily
and weekly number of hours worked, deductions made, and actual wages
paid. Whenever the Secretary of Labor has found under paragraph (d) of
the clause entitled \"Davis-Bacon Act\" that the wages of any laborer or
mechanic include the amount of any costs reasonably anticipated in
providing benefits under a plan or program described in section 1
(b)(2)(B) of the Davis-Bacon Act, the Contractor shall maintain records
which show that the commitment to provide such benefits is enforceable,
that the plan or program is financially responsible, that the plan or
program has been communicated in writing to the laborers or mechanics
affected, and records which show the costs anticipated or the actual
cost incurred in providing such benefits. Contractors employing
apprentices or trainees under approved programs shall maintain written
evidence of the registration of apprenticeship programs and
certification of trainee programs, the registration of the apprentices
and trainees, and the ratios and wage rates prescribed in the applicable
programs.

(b)(1) The Contractor shall submit a copy of all payrolls to the
Contracting Officer weekly for each week in which any contract work is
performed. The payrolls submitted shall set out accurately and
completely all of the information required to be maintained under
paragraph (a) of this clause for the periods identified by the
Contracting Officer. This information may be submitted in any form
desired. Optional Form WH-347 (Federal Stock Number 029-005-00014-1) is
available for this purpose and may be purchased from the Superintendent
of Documents, U.S. Government Printing Office, Washington, DC 20402. The
Prime Contractor is responsible for the submission of copies of payrolls
by all subcontractors.

\(2\) Each payroll submitted shall be accompanied by a \"Statement of
Compliance,\" signed by the Contractor or subcontractor or his or her
agent who pays or supervises the payment of the persons employed under
the contract and shall certify

\(A\) That the payroll for the payroll period contains the information
required to be maintained under paragraph (a) of this clause and that
such information is correct and complete;

\(B\) That each laborer or mechanic (including each helper, apprentice,
and trainee) employed on the contract during the payroll period has been
paid the full weekly wages earned, without rebate, either directly or
indirectly, and that no deductions have been made either directly or
indirectly from the full wages earned, other than permissible deductions
as set forth in the Regulations, 29 CFR Part 3; and

\(C\) That each laborer or mechanic has been paid not less than the
applicable wage rates and fringe benefits or cash equivalents for the
classification of work performed, as specified in the applicable wage
determination incorporated into the contract.

\(3\) The submission of a properly executed certification set forth on
the reverse side of Optional Form WH-347 shall satisfy the requirement
for submission of the \"Statement of Compliance\" required by paragraph
(b)(2) of this clause.

\(4\) The falsification of any of the above certifications in this
clause may subject the Contractor or subcontractor to civil or criminal
prosecution under Section 1001 of Title 18 and Section 3729 of Title 31
of the United States Code.

\(c\) The Contractor or subcontractor shall make the records required
under paragraph (a) of this clause available for inspection, copying, or
transcription by the Contracting Officer or authorized representatives
of the Contracting Officer or the Department of Labor. The Contractor or
subcontractor shall permit the Contracting Officer or representatives of
the Contracting Officer or the Department of Labor to interview
employees during working hours on the job. If the Contractor or
subcontractor fails to submit required records or to make them
available, the Contracting Officer may, after written notice to the
Contractor, take such action as maybe necessary to cause the suspension
of any further payment. Furthermore, failure to submit the required
records upon request or to make such records available may be grounds
for debarment action pursuant to 29 CFR 5.12.

*(End of Clause)*

3.6.2-35 Prevention of Sexual Harassment

PREVENTION OF SEXUAL HARASSMENT (AUGUST 1998)

\(a\) 'Sexual Harassment', as used in this clause, means unwelcome
sexual advances, requests for sexual favors, or other verbal or physical
conduct of a sexual nature when (i) submission to such conduct is made
either explicitly or implicitly a term or condition of an individual's
employment; (ii) submission to or rejection of such conduct by an
individual is used as the basis for employment decisions affecting such
individuals; or (iii) such conduct has the purpose or effect of
unreasonably interfering with an individual's work performance, or
creating an intimidating, hostile, or offensive working environment.

\(b\) It is FAA policy that sexual harassment will not be tolerated or
condoned in the FAA workplace. It is also FAA's intent to effectively
address inappropriate conduct before it rises to the levels proscribed
by the Equal Employment Opportunity Commission as "sexual harassment".

\(c\) The Contractor agrees to support this policy in performing work
under this contract, and that sexual harassment in any form will not be
tolerated in the FAA workplace.

\(d\) If the Contractor, or a subcontractor of any tier, subcontracts
any portion of the work under this contract, each such subcontract shall
include this provision.

\(e\) The Contractor shall take whatever corrective action it deems
necessary to promptly address sexual harassment in the FAA workplace, or
on an FAA site. The Contractor agrees to immediately provide the
Contracting Officer all relevant information pertaining to any such
conduct, and notify him/her of its planned action.

\(f\) The Contracting Officer may require the Contractor to remove
employee(s) from the FAA worksite that the Contracting Officer deems to
have engaged in sexual harassment.

\(g\) Any FAA action under subsection (f) above does not relieve the
Contractor of its liability or obligations under the Civil Rights Act of
1964, or any other applicable law or regulation.

*(End of clause)*

3.6.3-7 Waste Reduction Program

WASTE REDUCTION PROGRAM (AUGUST 1998)

\(a\) Definition. \"Waste reduction,\" as used in this clause, means
preventing or decreasing the amount of waste being generated through
waste prevention, recycling, or purchasing recycled and environmentally
preferable products.

\(b\) Consistent with the requirements of Section 701 of Executive Order
12873, the Contractor shall establish a program to promote
cost-effective waste reduction in all operations and facilities covered
by this contract. Any such program shall comply with applicable Federal,
State, and local requirements, specifically including Section 6002 of
the Resource Conservation and Recovery Act (42 U.S.C. 6901, et seq.) and
implementing regulations.

*(End of clause) *

3.6.3-8 Ozone-Depleting Substance

OZONE-DEPLETING SUBSTANCE (AUGUST 1998)

\(a\) Definition. \"Ozone-depleting substance\", as used in this clause,
means any substance designated as Class I by the Environmental
Protection Agency (EPA) (40 CFR Part 82), including but not limited to
chlorofluorocarbons, halons, carbon tetrachloride, and methyl
chloroform; or any substance designated as Class II by EPA (40 CFR Part
82), including but not limited to hydrochlorofluorocarbons.

\(b\) The Contractor shall label products which contain or are
manufactured with ozone-depleting substances in the manner and to the
extent required by 42 U.S.C. 7671j (b), (c), and (d) and 40 CFR Part 82,
Subpart E, as follows:

"Warning

Contains (or manufactured with, if applicable) \[*[Contractor to insert
information]{.underline}*\], a substance(s) which harm(s) public health
and environment by destroying ozone in the upper atmosphere."

*(End of clause) *

3.6.3-9 Refrigeration Equipment and Air Conditioners

REFRIGERATION EQUIPMENT AND AIR CONDITIONERS (AUGUST 1998)

The Contractor shall comply with the applicable requirements of Sections
608 and 609 of the Clean Air Act (42 U.S.C. 7671g and 7671h) as each or
both apply to this contract.

*(End of clause) *

3.6.3-10 Certification of Toxic Chemical Release Reporting

CERTIFICATION OF TOXIC CHEMICAL RELEASE REPORTING (AUGUST 1998)

\(a\) Submission of this certification is a prerequisite for making or
entering into this contract imposed by Executive Order 12969, August 8,
1995.

\(b\) By signing this offer, the offeror certifies that\--

\(1\) As the owner or operator of facilities that will be used in the
performance of this contract that are subject to the filing and
reporting requirements described in section 313 of the Emergency
Planning and Community Right-to-Know Act of 1986 (EPCRA) (42 U.S.C.
11023) and section 6607 of the Pollution Prevention Act of 1990 (PPA)
(42 U.S.C. 13106), the offeror will file and continue to file for such
facilities for the life of the contract the Toxic Chemical Release
Inventory Form (Form R) as described in sections 313(a) and (g) of EPCRA
and section 6607 of PPA; or

\(2\) None of its owned or operated facilities to be used in the
performance of this contract is subject to the Form R filing and
reporting requirements because each such facility is exempt for at least
one of the following reasons: *[\[Offeror check each block that is
applicable.\]]{.underline} *

\_\_(i) The facility does not manufacture, process, or otherwise use any
toxic chemicals listed under section 313(c) of EPCRA, 42 U.S.C.
11023(c);

\_\_(ii) The facility does not have 10 or more full-time employees as
specified in section 313(b)(1)(A) of EPCRA, 42 U.S.C. 11023(b)(1)(A);

\_\_(iii) The facility does not meet the reporting thresholds of toxic
chemicals established under section 313(f) of EPCRA, 42 U.S.C. 11023(f)
(including the alternate thresholds at 40 CFR 372.27, provided an
appropriate certification form has been filed with EPA);

\_\_(iv) The facility does not fall within Standard Industrial
Classification Code (SIC) designations 20 through 39 or;

\_\_(v) The facility is not located within any State of the United
States, the District of Columbia, the Commonwealth of Puerto Rico, Guam,
American Samoa, the United States Virgin Islands, the Northern Mariana
Islands, or any other territory or

possession over which the United States has jurisdiction.

*(End of provision) *

3.6.3-11 Toxic Chemical Release Reporting

TOXIC CHEMICAL RELEASE REPORTING (AUGUST 1998)

\(a\) Unless otherwise exempt, the Contractor, as owner or operator of a
facility used in the performance of this contract, shall file by July 1
for the prior calendar year an annual Toxic Chemical Release Inventory
Form (Form R) as described in sections 313(a) and (g) of the Emergency
Planning and Community Right-to-Know Act of 1986 (EPCRA) (42 U.S.C.
11023(a) and (g)), and section 6607 of the Pollution Prevention Act of
1990 (PPA) (42 U.S.C. 13106). The Contractor shall file, for each
facility subject to the Form R filing and reporting requirements, the
annual Form R throughout the life of the contract.

\(b\) A Contractor owned or operated facility used in the performance of
this contract is exempt from the requirement to file an annual Form R
if\--

\(1\) The facility does not manufacture, process, or otherwise use any
toxic chemicals listed under section 313(c) of EPCRA, 42 U.S.C.
11023(c);

\(2\) The facility does not have 10 or more full-time employees as
specified in section 313(b)(1)(A) of EPCRA, 42 U.S.C. 11023(b)(1)(A);

\(3\) The facility does not meet the reporting thresholds of toxic
chemicals established under section 313(f) of EPCRA, 42 U.S.C. 11023(f)
(including the alternate thresholds at 40 CFR 372.27, provided an
appropriate certification form has been filed with EPA);

\(4\) The facility does not fall within Standard Industrial
Classification Code (SIC) designations 20 through 39 or;

\(5\) The facility is not located within any State of the United States,
the District of Columbia, the Commonwealth of Puerto Rico, Guam,
American Samoa, the United States Virgin Islands, the Northern Mariana
Islands, or any other territory or possession over which the United
States has jurisdiction.

\(c\) If the Contractor has certified to an exemption in accordance with
one or more of the criteria in paragraph (b) of this clause, and after
award of the contract circumstances change so that any of its owned or
operated facilities used in the performance of this contract is no
longer exempt\--

\(1\) The Contractor shall notify the Contracting Officer; and

\(2\) The Contractor, as owner or operator of a facility used in the
performance of this contract that is no longer exempt, shall\--

\(i\) Submit a Toxic Chemical Release Inventory Form (Form R) on or
before July 1 for the prior calendar year during which the facility
becomes eligible; and

\(ii\) Continue to file the annual Form R for the life of the contract
for such facility.

\(d\) The Contracting Officer may terminate this contract or take other
action as appropriate, if the Contractor fails to comply accurately and
fully with the EPCRA and PPA toxic chemical release filing and reporting
requirements.

\(e\) Except for acquisitions of commercial items shall\--

\(1\) For competitive subcontracts expected to exceed \$100,000
(including all options), include a solicitation provision substantially
the same as the provision entitled Certification of Toxic Chemical
Release Reporting; and

\(2\) Include in any resultant subcontract exceeding \$100,000
(including all options), the substance of this clause, except this
paragraph (e).

*(End of clause)*

3.6.3-12 Asbestos Free Construction

ASBESTOS-FREE CONSTRUCTION (AUGUST 1998)

In performing this contract, the Contractor shall not use asbestos or
asbestos-containing building materials during construction, renovation,
and/or modernization of this facility and shall provide to the
Contracting Officer (CO) a signed statement \[*[CO state due date of
statement here related to completion of the
project]{.underline}*[\]]{.underline} indicating that to the best of its
knowledge, no asbestos or asbestos-containing building materials were
used during construction, renovation, and/or modernization of this
facility. The Contractor's certification under this clause is considered
to be a material requirement of the contract and the FAA may withhold
payment pending submittal and receipt of an acceptable certification.

The FAA CO may authorize sample testing of contractor building materials
used during construction, renovation, and/or modernization of this
facility to verify that they are asbestos-free. The FAA will bear the
expense of this testing unless the testing reveals that the Contractor
used asbestos-containing building material in performing this contract.
If asbestos-containing material is found, the Contractor shall remove
and replace the asbestos-containing material and decontaminate the site
of asbestos contamination caused by the Contractor at no additional cost
to the Government. In addition, the Contractor shall bear the expense of
the original testing and retesting to determine that the asbestos
removal and site decontamination are satisfactorily completed.

*(End of clause)*

* *3.8.2-21 Key - Badge Requirements

KEY - BADGE REQUIREMENTS (AUGUST 1998)

The FAA may issue keys and badges to contractor personnel that require
regular access to designated FAA work areas to perform contract work.
The contractor shall assure that its personnel do not duplicate keys or
use the keys and badges for other than the intended purpose which would
be a violation of security procedures. Upon (1) contract completion, (2)
contract termination, or (3) discontinuation of individual contractor
personnel under the contract, the** **contractor shall immediately
return the FAA badges and keys. The contractor shall return these items
to \[*[CO to insert information here]{.underline}*\]. In the event the
contractor fails to return all keys and badges, the FAA may withhold
\[*[CO to insert amount]{.underline}*\]* *for each badge or key not
returned. If the contractor does not return the badges or keys within 30
days from the date the withholding action was initiated, the contractor
shall forfeit the withheld amount.

* (End of Clause)*

3.9.1-1 Contract Disputes

CONTRACT DISPUTES (AUGUST 1998)

\(a\) All contract disputes arising under or related to this contract,
shall be resolved under this clause, and through the Federal Aviation
Administration (FAA) Dispute Resolution System. Judicial review, where
available, will be in accordance with 49 U.S.C. 46110 and shall apply
only to final agency decisions. The decision of the FAA shall be
considered a final agency decision only after a contractor has exhausted
its administrative remedies for resolving a contract dispute under the
FAA Dispute Resolution System.

\(b\) Contract Dispute, as used in this clause, means a written demand
or written assertion by one of the contracting parties seeking, as a
matter of right, the payment of money in a sum certain, the adjustment
or interpretation of contract terms, or other relief arising under or
relating to this contract. A contract dispute arising under a contract,
unlike a contract dispute relating to that contract, is a dispute that
can be resolved under a contract clause that provides for the relief
sought by the contracting party seeking relief. However, a voucher,
invoice, or other routine request for payment that is not in dispute
when submitted is not a contract dispute. Such submission may be
converted to a contract dispute by written notice, to the Contracting
Officer, that it is disputed either as to liability or amount.

\(c\) A contract dispute shall be made in writing and signed by a duly
authorized representative of the contractor or the government. At a
minimum, a contract dispute shall include a statement of facts, adequate
supporting data, and a request for relief. Unless otherwise stated in
this contract, a contract dispute by the contractor against the
government shall be submitted to the Contracting Officer within 6 months
after the accrual of the contract dispute.

\(d\) The Contracting Officer\'s decision concerning a contract dispute
shall be binding on the parties, unless the contractor refers the matter
to the FAA Office of Dispute Resolution for Acquisition.

\(e\) If a contract dispute cannot be resolved at the Contracting
Officer level, the matter may be referred, by either party, to the FAA
Office of Dispute Resolution for Acquisition for final agency
disposition. Such referrals must be in writing directed to the following
address:

Office of Dispute Resolution for Acquisition, AGC-70

Federal Aviation Administration

400 Seventh Street, S.W.

Room 8332

Washington, DC 20590

Phone: (202) 366-6400

Fax: (202) 366-7400

\(f\) The Office of Dispute Resolution for Acquisition will promulgate
procedures and time limitations relevant to contract disputes, which
will be described in a provision to be included in this contract or
incorporated by reference herein.

\(g\) When a contract dispute is filed with the FAA Office of Dispute
Resolution for Acquisition, a Dispute Resolution Officer will be
assigned to the matter. The Dispute Resolution Officer may use any form
of alternative dispute resolution to settle a contract dispute,
including, but not limited to, informal communication, mediation,
fact-finding, and binding or nonbinding arbitration. Binding arbitration
may be employed only if the contractor and the FAA agree to use this
method to resolve the merits of the contract dispute.

\(h\) If binding arbitration is agreed to, the decision of the Dispute
Resolution Officer will become a final agency decision, unless the FAA
Administrator indicates nonconcurrence with the decision, in writing,
within 5 business days after the date that the decision is issued. If
the FAA Administrator nonconcurs with the decision and issues a contrary
determination, then that determination becomes the final agency decision
concerning the merits of the contract dispute.

\(i\) If the parties have not agreed to binding arbitration and are
unable to reach an agreement on the merits of the contract dispute
through alternative dispute resolution, then the Dispute Resolution
Officer will issue a recommendation for the final disposition of the
matter. The Dispute Resolution Officer will then provide the
recommendation to the FAA Administrator, who will make a final agency
decision concerning the merits of the contract dispute.

\(j\) When the Dispute Resolution Officer determines that a contract
dispute is frivolous or has no basis in fact or law, a summary decision
may be issued as the Dispute Resolution Officer\'s recommendation to the
FAA Administrator. The FAA Administrator will then issue a final agency
decision concerning the merits of the contract dispute.

\(k\) The FAA will require continued performance with respect to
contract disputes arising under this contract, in accordance with the
provisions of the contract, pending final decision on a contract dispute
related to this contract.

\(l\) The FAA will pay interest on the amount found due and unpaid from
(1) the date the Contracting Officer receives the contract dispute, or
(2) the date payment otherwise would be due, if that date is later,
until the date of payment. Simple interest on contract disputes shall be
paid at the rate, fixed by the Secretary of the Treasury, which is
applicable to the period during which the Contracting Officer receives
the contract dispute and then at the rate applicable for each 6-month
period as fixed by the Treasury Secretary during the pending contract
dispute.

\(m\) To the extent that a final agency decision is subject to judicial
review, such review will be pursuant to 49 U.S.C. 46110. If the parties
have agreed to binding arbitration, the decision of the Dispute
Resolution Officer (unless overruled by the FAA Administrator) will be
final. A final agency decision which is the result of binding
arbitration (not overruled by the Administrator) will not be subject to
judicial review absent fraud, corruption, misconduct, or manifest
disregard of the law. * (End of clause)*

3.9.1-3 Protest

PROTEST (AUGUST 1998)

**AS A CONDITION OF SUBMITTING AN OFFER OR RESPONSE TO THIS SIR *(OR
OTHER SOLICITATION, IF APPROPRIATE), *THE OFFEROR OR POTENTIAL OFFEROR
AGREES TO BE BOUND BY THE FOLLOWING PROVISIONS RELATING TO PROTESTS:**

\(a\) Protests concerning Federal Aviation Administration Screening
Information Requests (SIR's) or awards of contracts shall be resolved in
accordance with this provision, and through the Federal Aviation
Administration (FAA) Dispute Resolution System. Judicial review, where
available, will be in accordance with 49 U.S.C. §46110 and shall apply
only to final agency decisions. The decision of the FAA shall be
considered a final agency decision, only after an offeror or potential
offeror has exhausted its administrative remedies for resolving a
protest under the FAA Dispute Resolution System.

\(b\) Offerors should first seek informal resolution of any issues
concerning potential protests with the Contracting Officer (CO). CO's
should make reasonable efforts to promptly and completely resolve
concerns or controversies, where possible.

\(c\) If resolution at the Contracting Officer level is not desired or
successful, offerors or prospective offerors may file a protest with the
Office of Dispute Resolution for Acquisition, for assignment to a
Dispute Resolution Officer.

\(d\) Protests are to be in writing and should contain the protester's
name, address, telephone, and fax number; the SIR or contract number; a
concise statement of the protest; the legal basis for protest; a request
for remedy; and the signature of a duly authorized representative of the
protester. Protests are to be filed by certified mail or in person at
the following address:

Office of Dispute Resolution for Acquisition (ODRA), AGC-70

Federal Aviation Administration

400 Seventh Street, S.W.

Room 8332

Washington, DC 20590

#### Phone: (202) 366-6400

Fax: (202) 366-7400

\(e\) Protests must be filed with the Office of Dispute Resolution for
Acquisition by the later of two dates: (1) within 7 business days after
the date that the protester was aware, or should reasonably have been
aware, of the agency action or inaction which forms the basis of the
protest; or (2)if the protester was entitled to and requested a
debriefing from the FAA, then any protest must be filed within 5
business days after the date which the FAA makes available for that
debriefing. The Office of Dispute Resolution for Acquisition may
promulgate additional protest procedures and time limitations for the
resolution of protests, which will be described in a provision to be
referenced or included in FAA SIR's, or provided upon request. Both
parties agree to be bound by any such procedures.

\(f\) For the purposes of this clause, a *protester* can be a
prospective offeror whose direct economic interest would be affected by
the award or failure to award an FAA contract, or an actual offeror with
a reasonable chance to receive an award of an FAA contract.

\(g\) The following matters are not protestable:

\(1\) FAA purchases from or through federal, state, and local
governments and public authorities;

\(2\) grants; and

\(3\) cooperative agreements.

\(h\) The FAA will continue procurement activities and, where
applicable, will permit contractor performance (after award) pending
resolution of a protest, unless the FAA determines that there is a
compelling reason to suspend or delay all or part of the procurement
activities. For protests after award, the FAA Dispute Resolution Officer
may recommend suspension of contract performance. A decision to suspend
or delay activities will be made in writing by the FAA Administrator or
his designee.

\(i\) When a protest has been received, the Dispute Resolution Officer
will inform other interested parties of the protest. Upon request, the
Dispute Resolution Officer may permit other interested parties to
participate in the proceedings. If an interested party declines to
request participation in a protest filed with the Office of Dispute
Resolution for Acquisition, or fails to file a protest directly with the
FAA, then that party waives their right to protest this SIR, or the
award of any contract issued pursuant to this SIR.

\(j\) When a protest is filed with the FAA Office of Dispute Resolution
for Acquisition, a Dispute Resolution Officer will be assigned to the
matter. The Dispute Resolution Officer may use any form of Alternative
Dispute Resolution (ADR) to settle a protest, including, but not limited
to, informal communication, mediation, fact-finding, and binding or
nonbinding arbitration. Binding arbitration may be employed only if the
protester and the FAA agree to use this method to resolve the merits of
the protest.

\(k\) If binding arbitration is agreed to, the decision of the Dispute
Resolution Officer will become a final agency decision, unless the FAA
Administrator indicates nonconcurrence with the decision, in writing,
within 5 business days after the date that the decision is issued. If
the FAA Administrator nonconcurs with the decision and issues a contrary
determination, then that determination becomes the final agency decision
concerning the merits of the protest.

\(l\) If the parties have not agreed to binding arbitration and are
unable to reach an agreement on the merits of the protest through ADR,
then the Dispute Resolution Officer will issue a recommendation for the
final disposition of the matter. The Dispute Resolution Officer will
then provide the recommendation to the FAA Administrator, who will make
a final agency decision concerning the merits of the protest.

\(m\) When the Dispute Resolution Officer determines that a protest is
frivolous or has no basis in fact or law, a summary decision may be
issued as the Dispute Resolution Officer's recommendation to the FAA
Administrator. The FAA Administrator will then issue a final agency
decision concerning the merits of the protest.

\(n\) The Dispute Resolution Officer, or the Administrator, where
applicable, has broad discretion to create a remedy for a successful
protest.

\(o\) To the extent that a final agency decision is subject to judicial
review, such review will be pursuant to 49 U.S.C. §46110. If the parties
have agreed to binding arbitration, the decision of the Dispute
Resolution Officer (unless overruled by the FAA Administrator) will be
final. A final agency decision which is the result of binding
arbitration (not overruled by the Administrator) will not be subject to
judicial review absent fraud, corruption, misconduct, or manifest
disregard for the law.

*(End of provision)*

3.10.1-8 Suspension of Work

SUSPENSION OF WORK (AUGUST 1998)

\(a\) The Contracting Officer may order the Contractor, in writing, to
suspend, delay, or interrupt all or any part of the work of this
contract for the period of time that the Contracting Officer determines
appropriate for the convenience of the Government. The Contracting
Officer may, in emergency or life threatening situations notify the
contractor orally to suspend, delay or interrupt all or any part of the
work and issue the notice in writing immediately after the oral notice.

\(b\) If the performance of all or any part of the work is, for an
unreasonable period of time, suspended, delayed, or interrupted (1) by
an act of the Contracting Officer in the administration of this
contract, or (2) by the Contracting Officer\'s failure to act within the
time specified in this contract (or within a reasonable time if not
specified), an adjustment shall be made for any increase in the cost of
performance of this contract (excluding profit) necessarily caused by
the unreasonable suspension, delay, or interruption, and the contract
modified in writing accordingly. However, no adjustment shall be made
under this clause for any suspension, delay, or interruption to the
extent that performance would have been so suspended, delayed, or
interrupted by any other cause, including the fault or negligence of the
Contractor, or for which an equitable adjustment is provided for or
excluded under any other term or condition of this contract.

\(c\) A claim under this clause shall 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
(but this requirement shall not apply as to a claim resulting from a
suspension order), and (2) unless the claim, in an amount stated, is
asserted in writing as soon as practicable after the termination of the
suspension, delay, or interruption, but not later than the date of final
payment under the contract.

(*End of clause*)

**END OF CHANGE 9 - AUGUST 1, 1998**