AMENDMENT NO. 4 CONTRACT NO. HF-32-27

• Document Type: CREST
• Collection: General CIA Records
• Document Number (FOIA) /ESDN (CREST): CIA-RDP81B00878R000100050011-9
• Release Decision: RIPPUB
• Original Classification: S
• Document Page Count: 5
• Document Creation Date: December 12, 2016
• Document Release Date: May 3, 2002
• Sequence Number: 11
• Publication Date: July 5, 1960
• Content Type: CONT

Approved For Release 200 /,p~L CIA-RDP81B00878R000100050011-9
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COPY I of 6
Amendment No.
Contract No. RP-32-27
2 5 JUL 1960
THIS CONS AXMCKM Or S ,et entered into this hereinafter
day of J u l y 1 9 6 0 between t h e UN STATES p cef exe-
cuting offi called "the GOVT'"", represented by the Conac nn a corporation
eating this contract and under the ~,,w~ofrthe State of New York,
or~,,nized and existing ~:
hereinafter called "the Contractor", W]TNESSETg into
Contractor and the Government
June whicn teWes, the together
Contract No. HV-32-27 under date of26mdi fic9t8 ions, and supplements
with any and all amendments, changes
thereto, is hereinafter referred to as "the contract"; and prov , , the Termination clause of the contatract
the ovides that
ontract may
the performance of work under the cthe Government in whole, or from
of the Government be terminated by
time to time in part, whenever the contracting officer shall
such deter-
the nt,
termination is in the best interests of to Governme
mine and that that the Contractor and Contracting officer may Conttrractorby reason
whole or rt of the amount to be paid to the any pa
of such termination; and
dated
WHE~~ by notice of termination the
ompleteec rmina ion ofethe
Government advised the Contractor
contract for the convenience of the Government; and
WHIM", as used herein, the following terms shall have the
meanings hereinafter set forth:
The term "termination inventory"' means any items of Physical
nufactured, furnished, or otherwise
property purchased., supplied, ma properly allocable
acquired for performance of the contract which are include any
to the terminated portion of the contract but shall
or special
facilities, materials, production or other equipment, special con-
which are subject to a separate contract or a
tooling, the use or disposition thereof. Termination
tract provision governing shed property and contractor-
meat-furni
inventory may include Govern
d below. I
i
ne
acquired property as def
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SECRET
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(i) Government-furnished property is property in the possession
of or acquired directly by the Government, and delivered or otherwise
made available to the Contractor.
(ii) Contractor-acquired property is property procured or other-
wise provided by the Contractor for the performance of a contract,
whether or not the Government has title by the terms of the contract,
or exercises its contractual right to take title.
The term "subcontract" means any contract as defined in ASPR 1-
201.6 other than a prime contract, entered into by a prime contractor
or a subcontractor, calling for supplies or services required for the
performance of any one or more prime contracts.
The term "scrap" means property that has no reasonable prospect
of being sold except for the recovery value of its basic material
content.
NOW THEREFORE., the parties hereto do mutually agree as follows:
ARTICLE 1. The Contractor certifies that all contract termin-
ation inventory (including scrap) has been retained or otherwise ac-
quired by it, sold to third parties, returned to suppliers, stored
for the Government, delivered to the Government, or otherwise
properly accounted for, and all proceeds or retention prices thereof,
if any, have been taken into account in arriving at this agreement.
ARTICLE 2. a. The Contractor certifies that, prior to the
execution of this agreement, each of the Contractor's immediate
subcontractors whose claim is included in the claim settled by this
agreement has furnished to the Contractor a certificate stating (i)
that all of its subcontract termination inventory (including scrap)
has been retained or otherwise acquired by it, sold to third parties,
returned to suppliers, stored for the Government, delivered to the
Government, or otherwise properly accounted for, and all proceeds or
retention prices thereof, if any, were taken into account in arriving
at the settlement of the subcontract or subcontracts and (ii) that
the subcontractor has received from each of the immediate subcon-
tractors whose claim was included in its claim a substantially simi-
lar certificate.
b. The Contractor hereby transfers and conveys to
the Government all the right, title and interest, if any, which the
Contractor has received, or is entitled to receive, in and to sub-
contract termination inventory, if any, not otherwise properly ac-
counted for, and hereby assigns to the Government any and all of its
rights relating thereto.
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ARTICLE 3. The Contractor certifies that, with respect to all
items of termination inventory the costs of which were taken into
account in arriving at the amount of this settlement, or in the
settlement of any subcontract claim included in this settlements (i)
all such items are properly allocable to the terminated portion of
the contract; (ii) such items are not in excess of the reasonable
r uantitative requirements of the terminated portion of the contract;
iii) such terms do not include any items reasonably usable, with-
out loss to the Contractor, on its other work; and (iv) the Con-
tractor has informed the Contracting Officer of any substantial
change in the status of such items between the dates of its termin-
ation inventory schedules and the date of this agreement.
ARTICLE 4+. In all cases where the Contractor has not Previously
made such payments, the Contractor shall, within ten (10) days receipt of the payment provided for hereunder, pay to each of its
immediate subcontractors (or to their respective assignees) the res-
pective amounts to which they are entitled, after deducting., the
Contractor so elects, any amounts then due and payable
tractor by subcontractors.
ARTICLE 5. a. The Contractor has received the sum of
Ion account of work and services performed, or articles
delivered, under the contract prior to the effective date of termin-
ation. The Government as part of this negotiated settlement hereby
confirms and acknowledges the rift of the Contractor, subject to
the provisions of Article 6 hereof, to retain such sum heretofore
paid and agrees that such sum constitutes a portion of the total
amount to which the Contractor is entitled in complete and final
settlement of the contract.
b. In addition, upon execution of this agreement
the Government agrees to pay to the Contractor or its assignee,
upon presentation of properly certified invoices or vouchers the
sum of $16,112.50 arrived at by deducting from the sum of
f representing all unliquidated partial of
(1) the amount o
2 5X1A progress payments previously made on account to the Contractor or its
assignee and all unliquidated advance payments and (2) the amount of
$0 representing all applicable property disposal credits and (3) the
amount of $0 representing all other amounts due the Government under
this contract except as hereinafter provided in Article 6. Said sum,
together with all other sums heretofore paid, constitutes payment
in full and complete settlement of the amount due the Contractor by
reason of the complete termination of work under the contract and of
all other claims and liabilities of the Contractor and the Government
under the contract, except as hereinafter provided in Article 6.
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ABTIQJE 6. Notwithstanding any other provision of this agree-
ment the following rights and liabilities of the parties under the
contract are hereby reserved:
1. Claims by the Contractor against the Government whose
existence is unknown, based upon responsibility of the Contractor
to third parties and which involve costs reimbursable under the
contract.
2. Claims by the Government against the Contractor which
are based upon refunds, rebates, credits, or other accounts not now
known to the Government, together with interest thereon, now due or
which may become due the Contractor from third parties to the extent
that such amounts arise out of transactions for which reimbursement
has been made to the Contractor under the contract. Any such amounts
which may hereafter become due to the Contractor from any third party
or other source shall be paid to the Government within 30 days after
receipt by the Contractor. Interest at 6 percent per annum shall
accrue and shall be paid to the Government on any such accounts as
remain unpaid after the 30 day period.
3. Al]. rights and liabilities of the parties arising under the
contract articles if any, or otherwise which relate to reproduction
rights, patent infringements, inventions, applications for patent
and patents, including rights to assig ments, invention reports and
licenses, covenants of indemnity against patent risks and bonds for
patent indemnity obligations, together with all rights and liabili-
ties under any such bond.
4+. Al]. rights and liabilities of the parties under agreements
with respect to the future care and disposition by the Contractor
of Government-owned property rema ining in its custody.
5. All rights and liabilities of the parties under the contract
with respect to any contract termination inventory stored for the
Government pursuant to Article 1 hereof.
6. All rights and liabilities of the parties under. the contract
with respect to any and all Government property, furnished to or ac-
quired by the Contractor for the performance of this contract.
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7. All rights and liabilities, if any, of the parties under
those clauses inserted in the contract because of the requirements
of Acts of Congress and Executive Orders, including, without limi-
tation, any applicable clauses relating to the following topics:
labor law, contingent fees, domestic articles, employment of aliens,
"officials not to benefit."
ARTICLE 7. Notwithstanding any other provision of this
agreement, final payment of the amount set forth in Article 5, Para-
graph b. shall be withheld pending receipt from the Contractor by
the Contracting Office of a duly executed copy of Final Release and
a certification that all contract termination inventory has been
duly accounted for pursuant to Articles 1, 2, and 3 of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this
Amendment No. 4 to Contract No. HF-32-27, as of the day and year
first above written.
THE UNITED STATES OF AMERICA
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Contracting Officer
Official Title)
(Contractor)
Main Avenue
Norwalk, Connecticut
(Business Address)
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