H. R. 3288—185 
(4) identify contracts that should be considered for conver-
sion to— 
(A) performance by Federal employees of the executive 
agency in accordance with agency insourcing guidelines 
required under section 736 of the Financial Services and 
General Government Appropriations Act, 2009 (Public Law 
111–8, division D); or 
(B) an alternative acquisition approach that would 
better enable the agency to efficiently utilize its assets 
and achieve its public mission. 
(f) REPORT ON ACTIONS TAKEN IN RESPONSE TO ANNUAL INVEN-
TORY.—Not later than one year after submitting an annual inven-
tory under subsection (a)(3), the head of each executive agency 
submitting such an inventory shall submit to the Office of Manage-
ment and Budget a report summarizing the actions taken pursuant 
to subsection (e), including any actions taken to consider and convert 
functions from contractor to Federal employee performance. The 
report shall be included as an attachment to the next annual 
inventory and made publicly available in accordance with subsection 
(c). 
(g) SUBMISSION
OF SERVICE CONTRACT INVENTORY BEFORE 
PUBLIC-PRIVATE COMPETITION.—Notwithstanding any other provi-
sion of law, beginning in fiscal year 2011, if an executive agency 
has not submitted to the Office of Management and Budget the 
inventory required under subsection (a)(3) for the prior fiscal year, 
the agency may not begin, plan for, or announce a study or public- 
private competition regarding the conversion to contractor perform-
ance of any function performed by Federal employees pursuant 
to Office of Management and Budget Circular A–76 or any other 
administrative regulation or directive until such time as the inven-
tory is submitted for the prior fiscal year. 
(h) GAO REPORTS ON IMPLEMENTATION.— 
(1) REPORT ON GUIDANCE.—Not later than 120 days after 
submission of the report by the Director of the Office of Manage-
ment and Budget required under subsection (a)(2), the Comp-
troller General of the United States shall report on the guidance 
issued and actions taken by the Director. The report shall 
be submitted to the Committee on Homeland Security and 
Governmental Affairs and the Committee on Appropriations 
of the Senate and the Committee on Oversight and Government 
Reform and the Committee on Appropriations of the House 
of Representatives. 
(2) REPORTS ON INVENTORIES.— 
(A) INITIAL INVENTORY.—Not later than September 30, 
2011, the Comptroller General of the United States shall 
submit a report to the Committees named in the preceding 
paragraph on the initial implementation by executive agen-
cies of the inventory requirement in subsection (a)(3) with 
respect to inventories required to be submitted by 
December 31, 2010. 
(B) SECOND INVENTORY.—Not later than September 30, 
2012, the Comptroller General shall submit a report to 
the same Committees on annual inventories required to 
be submitted by December 31, 2011. 
(3) PERIODIC BRIEFINGS.—The Comptroller General shall 
provide periodic briefings, as may be requested by the Commit-
tees, on matters related to implementation of this section.
H. R. 3288—186 
(i) EXECUTIVE AGENCY DEFINED.—In this section, the term 
‘‘executive agency’’ has the meaning given the term in section 4 
of the Office of Federal Procurement Policy Act (41 U.S.C. 403). 
SEC. 744. (a) The adjustment in rates of basic pay for employees 
under the statutory pay systems that takes effect in fiscal year 
2010 under section 5303 of title 5, United States Code, shall be 
an increase of 1.5 percent, and the overall average percentage 
of the adjustments taking effect in such fiscal year under sections 
5304–5304a of such title 5 shall be an increase of 0.5 percent 
(with comparability payments to be determined and allocated among 
pay localities by the President). Adjustments under the preceding 
sentence shall also apply to civilian employees in the Department 
of Homeland Security and in the Department of Defense. All adjust-
ments under this subsection shall be effective as of the first day 
of the first applicable pay period beginning on or after January 
1, 2010. 
(b) Notwithstanding section 710, the adjustment in rates of 
basic pay for the statutory pay systems that take place in fiscal 
year 2010 under sections 5344 and 5348 of title 5, United States 
Code, shall be no less than the percentages in subsection (a) as 
employees in the same location whose rates of basic pay are adjusted 
pursuant to the statutory pay systems under section 5303 and 
5304–5304a of title 5, United States Code. Prevailing rate employees 
at locations where there are no employees whose pay is increased 
pursuant to sections 5303 and 5304–5304a of such title 5 and 
prevailing rate employees described in section 5343(a)(5) of such 
title 5 shall be considered to be located in the pay locality designated 
as ‘‘Rest of U.S.’’ pursuant to section 5304 of such title 5 for 
purposes of this subsection. 
(c) Funds used to carry out this section shall be paid from 
appropriations, which are made to each applicable department or 
agency for salaries and expenses for fiscal year 2010. 
SEC. 745. (a) Section 5538 of title 5, United States Code, is 
amended by striking subsection (b) and inserting the following: 
‘‘(b) Amounts under this section shall be payable with respect 
to each pay period (which would otherwise apply if the employee’s 
civilian employment had not been interrupted)— 
‘‘(1) during which such employee is entitled to re-employ-
ment rights under chapter 43 of title 38 with respect to the 
position from which such employee is absent (as referred to 
in subsection (a)); and 
‘‘(2) for which such employee does not otherwise receive 
basic pay (including by taking any annual, military, or other 
paid leave) to which such employee is entitled by virtue of 
such employee’s civilian employment with the Government.’’. 
(b) The amendments made by this section shall take effect 
on the first day of the first applicable pay period beginning on 
or after the date of the enactment of this Act. 
SEC. 746. Except as expressly provided otherwise, any reference 
to ‘‘this Act’’ contained in any title other than title IV or VIII 
shall not apply to such title IV or VIII. 
SEC. 747. (a) DEFINITIONS.—For purposes of this section the 
following definitions apply: 
(1) The term ‘‘covered manufacturer’’ means— 
(A) an automobile manufacturer in which the United 
States Government has an ownership interest, or to which 
the Government has provided financial assistance under
H. R. 3288—187 
title I of the Emergency Economic Stabilization Act of 
2008; or 
(B) an automobile manufacturer which acquired more 
than half of the assets of an automobile manufacturer 
in which the United States Government has an ownership 
interest, or to which the Government has provided financial 
assistance under title I of the Emergency Economic Sta-
bilization Act of 2008. 
(2) The term ‘‘covered dealership’’ means an automobile 
dealership that had a franchise agreement for the sale and 
service of vehicles of a brand or brands with a covered manufac-
turer in effect as of October 3, 2008, and such agreement 
was terminated, not assigned in the form existing on October 
3, 2008 to another covered manufacturer in connection with 
an acquisition of assets related to the manufacture of that 
vehicle brand or brands, not renewed, or not continued during 
the period beginning on October 3, 2008, and ending on 
December 31, 2010. 
(b) A covered dealership that was not lawfully terminated under 
applicable State law on or before April 29, 2009, shall have the 
right to seek, through binding arbitration, continuation, or 
reinstatement of a franchise agreement, or to be added as a 
franchisee to the dealer network of the covered manufacturer in 
the geographical area where the covered dealership was located 
when its franchise agreement was terminated, not assigned, not 
renewed, or not continued. Such continuation, reinstatement, or 
addition shall be limited to each brand owned and manufactured 
by the covered manufacturer at the time the arbitration commences, 
to the extent that the covered dealership had been a dealer for 
such brand at the time such dealer’s franchise agreement was 
terminated, not assigned, not renewed, or not continued. 
(c) Before the end of the 30-day period beginning on the date 
of the enactment of this Act, a covered manufacturer shall provide 
to each covered dealership related to such covered manufacturer 
a summary of the terms and the rights accorded under this section 
to a covered dealership and the specific criteria pursuant to which 
such dealer was terminated, was not renewed, or was not assumed 
and assigned to a covered manufacturer. 
(d) A covered dealership may elect to pursue the right to 
binding arbitration with the appropriate covered manufacturer. 
Such election must occur within 40 days of the date of enactment. 
The arbitration process must commence as soon as practicable 
thereafter with the selection of the arbitrator and conclude with 
the case being submitted to the arbitrator for deliberation within 
180 days of the date of enactment of this Act. The arbitrator 
may extend the time periods in this subsection for up to 30 days 
for good cause. The covered manufacturer and the covered dealer-
ship may present any relevant information during the arbitration. 
The arbitrator shall balance the economic interest of the covered 
dealership, the economic interest of the covered manufacturer, and 
the economic interest of the public at large and shall decide, based 
on that balancing, whether or not the covered dealership should 
be added to the dealer network of the covered manufacturer. The 
factors considered by the arbitrator shall include (1) the covered 
dealership’s profitability in 2006, 2007, 2008, and 2009, (2) the
H. R. 3288—188 
covered manufacturer’s overall business plan, (3) the covered dealer-
ship’s current economic viability, (4) the covered dealership’s satis-
faction of the performance objectives established pursuant to the 
applicable franchise agreement, (5) the demographic and geographic 
characteristics of the covered dealership’s market territory, (6) the 
covered dealership’s performance in relation to the criteria used 
by the covered manufacturer to terminate, not renew, not assume 
or not assign the covered dealership’s franchise agreement, and 
(7) the length of experience of the covered dealership. The arbitrator 
shall issue a written determination no later than 7 business days 
after the arbitrator determines that case has been fully submitted. 
At a minimum, the written determination shall include (1) a descrip-
tion of the covered dealership, (2) a clear statement indicating 
whether the franchise agreement at issue is to be renewed, contin-
ued, assigned or assumed by the covered manufacturer, (3) the 
key facts relied upon by the arbitrator in making the determination, 
and (4) an explanation of how the balance of economic interests 
supports the arbitrator’s determination. 
(e) The arbitrator shall be selected from the list of qualified 
arbitrators maintained by the Regional Office of the American 
Arbitration Association (AAA), in the Region where the dealership 
is located, by mutual agreement of the covered dealership and 
covered manufacturer. If agreement cannot be reached on a suitable 
arbitrator, the parties shall request AAA to select the arbitrator. 
There will be no depositions in the proceedings, and discovery 
shall be limited to requests for documents specific to the covered 
dealership. The parties shall be responsible for their own expenses, 
fees, and costs, and shall share equally all other costs associated 
with the arbitration, such as arbitrator fees, meeting room charges, 
and administrative costs. The arbitration shall be conducted in 
the State where the covered dealership is located. Parties will 
have the option of conducting arbitration electronically and tele-
phonically, by mutual agreement of both parties. The arbitrator 
shall not award compensatory, punitive, or exemplary damages 
to any party. If the arbitrator finds in favor of a covered dealership, 
the covered manufacturer shall as soon as practicable, but not 
later than 7 business days after receipt of the arbitrator’s deter-
mination, provide the dealer a customary and usual letter of intent 
to enter into a sales and service agreement. After executing the 
sales and service agreement and successfully completing the oper-
ational prerequisites set forth therein, a covered dealership shall 
return to the covered manufacturer any financial compensation 
provided by the covered manufacturer in consideration of the cov-
ered manufacturer’s initial determination to terminate, not renew, 
not assign or not assume the covered dealership’s applicable fran-
chise agreement. 
(f) Any legally binding agreement resulting from a voluntary 
negotiation between a covered manufacturer and covered dealer-
ship(s) shall not be considered inconsistent with this provision 
and any covered dealership that is a party to such agreement 
shall forfeit the right to arbitration established by this provision. 
(g) Notwithstanding the requirements of this provision, nothing 
herein shall prevent a covered manufacturer from lawfully termi-
nating a covered dealership in accordance with applicable State 
law.