1988-077-RES WHEREAS, the City Council of the City of Paris, did in Resolution No. 88-065 on July 11, 1988, authorize
RESOLUTION NO. 88-077
WHEREAS, the City Council of the City of Paris, did in
Resolution No. 88-065 on July 11, 1988, authorize the
acceptance of the Technical Assistance Grant, Proj ect No.
08-06-02603 from the Economic Development Administration for
a Feasibility Study for a Food Processing Plant; and,
WHEREAS, proposals were received through July 27, 1988,
for said feasibility study; and,
WHEREAS, the best proposal for such feasibility study
was made by Creek Industries, P. O. Box 2118, Sulphur
Springs, Texas 75482, and it should be awarded the proposal
for such professional services; and,
WHEREAS, it is deemed to be in the best interest of the
City of Paris that such proposal be accepted and that a
professional services contract in the form of Exhibit A
attached hereto and made a part hereof, be and the same is
hereby approved; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PARIS, That the Mayor of the City of Paris, Eric S.
Clifford, be, and he is hereby authorized and directed to
execute on behalf of the City of Paris the professional
services contract with Creek Industries for a feasibility
study, upon the terms and conditions and in the form shown
in Exhibit A attached hereto.
Passed and adopted this 8th day of August, 1988.
Eric S. Clifford, Mayor
ATTEST:
~'~" ~,,~~~~
Matt~e Cunning am, City er
APPROVED AS TO FORM:
ttorney
CONTRACT AGREEMENT
THIS AGREEMENT, made and entered into this 8th day of August, 1988,
by and between CREEK INDUSTRIES, hereinafter called the CONSULTANT
and the CITY OF PARIS, Paris, Texas, acting by and through its
Mayor, Eric S. Clifford, hereinafter called CITY.
WITNESSETH THAT:
WHEREAS, pursuant to the invitation of the CITY, extended through
an officially published "Legal Notice", the CONSULTANT did in
accordance therewith, on the 1st day of August, 1988, file with the
CITY a proposal containing an offer which was invited by said
notice; and
WHEREAS, the CITY has heretofore determined that said offer was the
lowest and best submitted:
NOW, THEREFORE, IT IS AGREED:
First: That the CONSULTANT shall comply in every way with the
requirements of those certain specifications entitled:
U. S. Department of Commerce, Economic Development Adminis-
tration Office of Technical Assistance, Special Terms and
Conditions, for Technical Assistance Grant under Title 3.
Section 301 (a) of the Public Works and Economic Development
Act of 1965, as amended, Effective Date: July 1, 1988, Grant
No. 08-06-02603, Title: Food Processing Plant Feasibility
Study.
Second: That in consideration of the faithful compliance with the
terms and conditions of this Agreement the CITY shall pay to the
CONSULTANT at the times and in the manner provided in said specif-
ication the total sum of Thirty-Six Thousand Five Hundred Dollars
($36,500) which sum is subject, however, to decrease in such
proportion as the quantities named in said proposal are not per-
formed and otherwise as in said specifications and proposal
provided. Progress statements to be provided to the CITY on 25th
day of each month providing estimated percentage of work completed
whereby progress payments can be made to the CONSULTANT on or
before the 10th of the following month.
Third: That the time of completion is 1 April, 1989.
Fourth: That the contract documents which are hereby made a part
of this Agreement by the actual attachment or by this reference
thereto are as follows:
1. The Legal Notice - being the invitation to
submit a proposal;
2. The Special Terms and Conditions named above by title.
,,__~ -'I~.....~ ___ ~__'._J_.J .:_ ,,_.......+-- l\l,..,
IN WITNESS WHEREOF, said CONSULTANT and said CITY have caused this
Agreement to be executed on the day and year first above written.
CREEK INDUSTRIES, CONSULTANT
By
Don Coxwell, President
ATTEST:
Wyelene Coxwell, Secretary
CITY OF PARIS, CITY
By
Eric S. Clifford, Mayor
ATTEST:
Mattie Cunningham, City Clerk
A Professional Group
PO, Box 2118
Sulphur Springs Texas 75482
(214; 856.75,5
(214) 8l?5.7892
July 28, 1988
New Construction . Restoration
.E.~(J.iQrT)ent Leasing
City of Paris
P.O. Box 1037
Paris, TX 75460
Att: Sue Smith
Re: Feasiblility Study Food Processing Plant
Paris, Texas
Creek Industries is a Professional Group based
Springs, Texas. Our capabilities range from project
to management systems.
in Sulphur
conception
Our staff is comprised of select experienced professionals in the
areas of marketing, engineering, construction, development and
design.
Since the conception of the aforementioned project we have
not only interested in the study but potential ownership
degree. Therefore we must approach this project as if it were
going to take place tommorrow. It is not a mere exercise
possibilities to us, it is the ground work for the initiation
a new project.
been
to a
in
of
As elected officials you have in the past looked to the future in
building the community to it's greatest potential.
In a project of this type the community has new outlets for
employment opportunity, not only in the new plant but throughout
the existing business community. The farmers shall have more
crops to produce, the local merchants have greater sales, the
young people that were leaving to find jobs elsewhere begin
staying in the community. Gradually new families move-in, as
everyone wants to be in a location that prosperity has planted
seedlings of growth. All of this creates new employment and
greater tax revenues.
EXHIBIT A
pg 2 - feasibility study
Our interest is more than just a study to determine if~ t.h~. .plant
is possible. Our primary interest in performing the study is
that we have all the accurate, pertinent information necessary to
initiate the actual project development and operation.
For the past several months we have entertained the possibility
of this type of investment. Should the study prove positive and
if we are certain of authenticity of the final report, we then
can recommend to our investors (with matched local enthusiasm)
that this project is in fact a viable project.
Our approach to the study is to provide experts in the field
necessary to compile information to correlate into a format that
follows the government outline and that provides a working plan
that will stimulate the activity necessary to start construction
and marketing immediately upon completion of this study
evaluation.
The project shall be headed up by Parker Nielsen, his duties
include but not limited to the following: Spokes person for
Creek Industries, Project Manager, Information evaluation and
correlation, Researching all product lines, consulting with Creek
Investors and keeping Sue Smith, Project Manager for the City of
Paris informed and involved as the study progresses.
Jack Griffin, Engineer - Duties shall include researching data
for adaptive re-use of existing properties available,
environmental analysis and impact studies, determining cost ie:
construction maintenance and shall provide input on financial
planning program.
Floyd Humphries, Architect -Shall inspect all available
facilities to determine if current available space is adequate
for proposed processing plant and provide summaries in joint with
engineer and accountant to ascertain cost. He shall also
determine use of space and provide possible floor plan renderings
for approval should a site be selected.
Larry Powers, Attorney- Legal Counsel, duties shall include
compiling information on and about legalities in state wide and
national distribution of products and marketing. To evaluate
ownership programs and provide dissertation on each with
recommendations.
pg )-feasibility study
.1") .
~ .. ," .'~ . .
B.J. Smithers, Accountant Shall assist in reviewing all
financial data concerning entire project inclusive of future
forcasting potential based on market trends.
Steven Karr, Agriculture-Business- Duties shall include on site
visitation to local and surrounding farm areas to determine what
crops can and possibly may be produced with local manpower
availibilty and what it will take to do so.
The correlated information from each of these individuals and
the imput from businesses already in the market place should more
than provide the data necessary to prove that there is in fact
opportunity in the Paris area for econonic development utilizing
existing facilities and "hometown residents".
Being that time is of the essence several areas of the research
can be evalulated at a time with weekly correlation of data
between staff members, then alternate monthly reports due to the
city. Many areas of research shall require information that the
City already has access to ie; demographics, tourisum reports
etc;. Our staff has been prepared to have the study completed
within a six (6) month period or less.
Current possiblilities for the plant include but are not limited
to the following:
Fruit and Vegetable Processing
Apple Cider including beverages
Winery
Meat Processing and Packaging
Catfish incubation and packaging
Raising fresh water lobster
(note) We have had serious inquires todate in several of the
above possibilities.
pg 4-feasibility study
In closing we believe this study will document the ;apility of
this community to promote and develop more employmentoppor~unity
utilizing assets currently available.
Should you have any questions, please feel free to to contract
our office.
Sincerely,
CREEK INDUSTRIES CORPORATION
~~
Parker Nielsen
Vice President
HUG il2 'as 14:il\) WEE PRInT CORP HOO .816-421-1144
tJ .... ~
~~-~v~"t..
6,<--' ,
ADDENDA 1.
Project: FeAsibility Study, Food Processing Plant
Location: Paris. lx.
.. .... ,"
. .
In addition to information supplied to date, we have been in touch
with the Texas Department of Agriculture with regard to assistance
that may be obtained from Mr. Brian Muller of the Department.
We have also contacted,at Texas A&M , the office of Dr.Story who
may through research of an ongoing nature may be able to offer
valuable information with regard to the study.
At this point to what total extent these individuals may be able to
assist is undetermined. However, we feel that their input can be
utilized in several areas of the study.
As more information is received from the offices of the aforementioned
individuals it shell be relayed on to you.
cc: Don ColtWe 11
Proj. file
~
A Professional Group
PO Box 2118
Sulphur Sp'lngs Texas 75482
(214) 856-7515
(214) 885-7892
New Construction · Restoration
_ 1i;:!:1y.loment Leasing
August 1, 1988
Proposed work schedule
Project 08-06-02603
Upon receipt of notice to proceed, we shall initiate first phase
of the study and proceed in a continuous manner through completion.
Phase One: 30 -45 days
{Staff as described in previous proposal)
During phase one, we expect to obtain the following data:
AI) Current crops being produced
2) Potential crops and interest to produce
3) Interest in a cooperative
4) Interest to invest in a cooperative
5) Equipment on hand in working order
6) Equipment nessary to produce result
7) Need to produce crop? financial, technical, etc...
Bl) Soil reports- types and condition
2) Crops that may be produced, with consideration of climate
Cl) Inspect possible facility locations
2) Obtain pertinent financial information
From the afforementioned data we hope to have enough information
to determine:
Dl) Crops most suitable for the environment
2) Farmers ability and interest to provide these crops
3) Farmers interest in a cooperative
4) Farmers views on structure and comparison data on possible
plant facility
Information shall be obtained on farm surveys, meetings with
area farmers, discussion with current landowners and soil
conservationists.
EXHIBIT B
Project 08-06-02603 co..'t
Phase Two: 30-45 days
With prime potential crops identified, objective becomes that of
production and processing. During this phase we hope to determine:
A) Crops producing greatest returns
B) Type of processing necessary
C) Where the market for these crops lie
D) Type and availability of equipment
E) Size of facility necessary
F) Number of Jobs directly associated
G) Determine environmental impact
Phase Three: 30-45 days
At this point item one and three are complete. Item five, six and
six A are in progress and objective for period is to complete item
two. With the aforementioned areas complete, it is now time to
locate a producer and market for the proposed products. During
this phase we also may initiate the financial inquiry areas in
lieu of capital funding and additional possible sources ie; government
assistance programs.
Note: Exact breakdown of work schedule not possible to identify
at this point, without having documentation from phase one
and two.
Phase Four
60-90 days
Phase four shall integrate all aforegoing information with item 1,2,
3,4,5, 6,6A complete, we have support documentation to proceed and
complete research items 7,8,9,10.
(Note: Through phase four's duration may be up to 90 days, monthly
progress reports shall be maintained)
Our estimate for this project is $48,000. Creek Industries has
spent approximately $8,700 on this area to date on in house studies.
Sincerely,
);-;tJ~~ --?Z~
Parker Nielsen
Vice President
~
Publish - The Paris News
July 20, 1988
July 21, 19~' :,J
Ju ly 22, 1988'....' " "~ .
LEGAL NOTICE
The City of Paris will received proposals for Professional Consultants
to develop a Food Processing Plant feasibility study. The work items
will include, but not be limited to, the following:
1. Determine the crops that are being produced in the area at
present that would be suitable for processing and identify the
processed food product lines ( fresh, canned, frozen, dry, etc.)
that will be most cost-effective and produce for the greatest
return, as well as market capacity and feasibility for the types
of foods identified.
2. Identify those producers who would be willing to participate in a
vertically integrated, producer-controlled, food processing plant.
3. Determine the products that can be compatibly produced in a
single facility.
4. Determine how much initial funding a co-op might generate, and
who is willing to pledge that funding.
5. Determine the appropriate size and arrangement necessary for the
facility to allow maximum production.
6. Determine the feasibility of adaptive re-use of available
properties as to function and as to ability to comply with the
Secretary of the Interior's Standards for Rehabilitation, if
necessary, and an estimate of the costs involved.
6.a ENVIRONMENTAL ADDENOUM: (Due at Midpoint of the study. Prepare
an environmental analysis and comparison of the proposed sites.
Include the following: the impact on existing utilities and
infrastructure (especially the current availabil ity, supply, and
capacity of the water and waste water facilities), traffic, 100
year flood plains, and historic and/or archeological resources.
7. Identify additional resources and sources of funding that are
available for capital expenditures, operational assistance, and
product marketing.
8. Determine the approximate number and kinds of jobs that will be
created as a result; in the field (on the farm), in the plant,
for transportation and shipping, and in management and marketing.
9. Determine the capital investment that will be required at each
phase, including building acquisition, building restoration or
construction, equipment and machinery, vehicles, production
diversification or acceleration, marketing, etc.
"
10. Oetermine options for structuring ownership and operatton af the
proposed plant, i.e. cooperative, non-profit corporat ;'on'; '1 imlted
partnership, private corporation, etc., and the benefits and
drawbacks of each.
Proposal should include resumes of each participating consultant.
Further information may be secured at the Main Street Director's office,
City Hall, City of Paris, 135 S. E. 1st, Paris, Texas. Proposals will
be received through July 27, 1988, 5:00 P. M.
'-\'<'.~.'''' ~~
MATTIE CUNNINGHAM
City Clerk, City of Paris
""""
'.
.
.
I
FONM EO..J31
fREV.3-771
U.S. DEPARTMENT OF COMMERCE
Economic Development Administration
Office of Technical Assistance
SPECIAL TERMS AND CONDITIONS
,--. i
.1 ..
," .
For Technical Assistance Grant under Title III, Section 301(a) of the
Public Works and Economic Development Act of 1965, as Amended
EFFECTIVE DATE: July 1, 1988
GRANT NO: 08-06-02603
TITLE: Food Processing Plant Feasibility Study
GRANTEE/ADDRESS: City of Paris
Main Street project
P.O. Box 1037
Paris, Texas 75460
GRANT ADMINISTRATOR/ADDRESS: Regional Director
Austin Regional Office
Economic Development Administration
611 E. 6th Street, Suite 201
Austin, Texas 78701
I. TOTAL AUTHORIZED BUDGET:
Federal Cash Contribution
Grantee Cash Contribution
Grantee In. Kind Contribution
Total Authorized Budget
-$
-$
-$
-$
36,500
-0-
12,167
48,667
USCOMM-CC 6381$oopn
GRANT NO. 08-06-02603
V. SCOPE OF WORK:
The Scope of Work of the Grantee under this grant--the term of ;which is eight
months, including six months for the work program, plus additional time needea-tO
meet reporting and other procedural requirements--shall be the following:
Professional consultants will be utilized to develop a food processing plant
feasibility study. The work items will include, but not be limited to, the
following:
1) Determine the crops that are being produced in the area at present that
would be suitable for processing and identify the processed food product
lines (fresh, canned, frozen, dry, etc.) that will be most cost-effective
and produce for the greatest return, as well as market capacity and
feasibility for the types of foods identified.
2) Identify those producers who would be willing to participate in a vertically
integrated, producer-controlled, food processing plant.
3) Determine the products that can be compatibly produced in a single facility.
4) Determine how much initial funding a co-op might generate, and who is
willing to pledge that funding.
5) Determine the appropriate size and arrangement necessary for the facility to
allow maximum production.
6) Determine the feasibility of adaptive re-use of available properties as to
function and as to ability to comply with the Secretary of the Interior's
Standards for Rehabilitation, if necessary, and an estimate of the costs
involved.
6a)
ENVIRONMENTAL ADDENDUM: (Due at midpoint of the study.
environmental analysis and comparison of the proposed sites.
following: the impact on existing utilities and infrastructure
the current availability, supply, and capacity of the water and
facilities), traffic, lOa year flood plains, and his tori c
archeological resources.
Prepare an
Include the
( especially
waste-water
andlol'
7) Identify additional resources and sources of funding that are available for
capital expenditures, operational assistance, and product marketing.
8) Determine the approximate number and kinds of jobs that will be created as a
result: in the field (on the farm), in the plant, for transportation and
shipping, and in management and marketing.
9) Determine the capital investment that will be required at each phase,
including building acquisition, building restoration or construction,
equipment and machinery, vehicles, production diversification or
acceleration, marketing, etc.
10) Determine options for structuring ownership and operation of the proposed
plant, Le. cooperative, non-pro fi t corpora tion, limited partnership,
private corporation, etc., and the benefits and drawbacks of each.
5
ATTACHMENT B
Project No. 08-06-02603
VI. SPECIAL CONDITIONS:
,
,
A. Continuation Grants - NO obligations shall b"e"cre'ated by
Recip~ent for any purpose pertaining to the operation of the
program or activities for which the funds were awarded where
the obligation would require performance beyond the
expiration date stipulated in the award document. Funds may
only be expended beyond the expiration date for activities
such as the preparation of final reports and documents
directly associated with the closeout of the awards in
accordance with OMB Circulars A-IIO or A-I02, and for
obligations properly created prior to the expiration date
that require expenditures beyond the expiration date.
Verbal or written assurances of refunding shall not
constitute authority to obligate funds for programmatic
activities beyond the expiration date. Funds shall not be
obligated unless or until an award document is received by
the Recipient from the Grants Officer.
B. The Grantee hereby agrees that no funds made available from
this grant shall be used, directly or indirectly, for paying
attorneys' consultants' fees in connection with securing
this grant or cooperative agreement (as apropriate) or other
grants or cooperative agreements from EDA. For example,
funds could not be used for preparing the applications for
this or other EDA assistance. However, attorneys' and
consultants' fees incurred for meeting grant requirements
such as, for example, conducting a title search or preparing
plans and specifications, may be eligible project costs and
may be paid out of funds made available from this grant or
cooperative agreement (as appropriate), provided such costs
are otherwise eligible.
C. Pursuant to Section 504 of the Rehabilitation Act of 1973,
the Grantee must provide fair and equitable treatment for
the handicapped. The Recipient will comply with the Depart-
ment of Commerce regulations, 15 CFR Part 8b, implementing
Section 504. This regulation protects the rights of
handicapped persons and establishes a mandate to end
discrimination.
D. INTEREST EARNED ON FEDERAL ADVANCES: This Grant is subject
to the revision of OMB Circular A-lIO, which was published
in the Federal Register on February 10, 1987, requiring
recipients of Federal financial assistance to maintain
advances of Federal funds in interest bearing accounts (copy
of revision attached). Interest earned on Federal advances
deposited in such accounts (with the exception of $100 per
year, which may be retained for administrative expenses)
shall be remitted promptly, but not less frequently than
Page 2
SPECIAL CONDITIONS
Project No. 08-06-02603
quarterly. All checks submitted should be made' oilt, 'to the
Economic Development Administration and should identify on
their face the EDA project number, followed by the word
INTEREST, in order to identify the check in question as
remittance of interest income. The checks should be mailed
to:
ECONOMIC DEVELOPMENT ADMINISTRATION
P.O. BOX 100202
ATLANTA, GEORGIA 30384
, "
U. S. DEPARTMENT OF COMMERCE
RESEARCH AND EVALUATION
ECONOMIC DEVELOPMENT ADMINISTRATION
OFFICE OF PLANNING, TECHNICAL ASSISTANCE,
GENERAL TERMS AND CONDITIONS
For Technical Assistance Grants and Cooperative Agreements
under Section 30lla) of the Public Works and Economic
Development Act of 1965, as amended.
Revised
May 1985
1C' (k)
when conducting business with the Federal Government, must comply with
Federal Government Procurement Regulations.
OMB A-I02: Refers to Office of Management and Budget Circular A-I02
(Revised), which sets forth uniform administrative requirements for
grants-in-aid to State and local governments. " "
(1)
OMB A-IIO: Refers to Office of Management and Budget Circular A-IIO,
which sets forth uniform administrative requirements for grants and
agreements with institutions of higher education, hospitals, and other
nonprofit organizations.
(II)
OMB A-87: OMB Circular A-87, formerly known as Federal Management
Circular 74-4, which sets forth cost principles applicable to grants with
State and local governments.
(n)
OMB A-21: Refers to OMB Circular A-21, formerly known as Federal
Management Circular 73-8, which sets forth cost principles applicable to
grants with educational institutions.
(0)
FPR 1-15.2: Refers to Federal Procurement Regulations, Subpart 1-15.2,
'Principles and procedures for Use in Cost-Reimbursement Type Supply and
Research Contracts With Commercial Organizations' which will govern cost
principles applicable to grants with for-profit organizations until so
notified otherwise by the GRA.
(p)
OMB A-122: Refers to OMB Circular No. A-122 which sets forth the cost
principles applicable to grants, contracts, or other agreements with
nonprofit organizations.
(q)
OMB A-88: Refers to OMB Circular A-88, formerly known as Federal
Management Circular 73-6, which sets forth policies for establishing
indirect cost rates, auditing, correcting systems deficiencies, and
resolving questioned costs.
Some of the terms and conditions herein contain by reference or substance a
summary of pertinent statutes or of regulations published in the Code of
Federal Regulations. To the extent that it is a summary, such term or
condition is not in derogation of, or an amendment to, the regulation issued
by a Federal agency. All statutes or regulations whether or not referenced
herein are to be applied as in effect on the date they are administered.
2. STATUTORY REQUIREMENTS
The Grantor shall be under no obligation to disburse funds unless the Grantee
is in compliance with the following requirements:
a. The Grantee and any subgrantee or consultant/contractor employed under
this grant or cooperative agreement shall comply with all applicable
Federal, State, Territorial, and local laws, and in particular the
following Federal laws and regulations issued thereunder:
(1) Those portions of the Public Works and Economic Development Act of
1965, as amended, P.L. 89-136, 42 U.S.C. 3121, et seq., and
regulations found at 13 CFR Chapter III, that apply to subsection
301(a) grants.
~QAIED JANUARY 1981 EDITION
- 2 -
(2) Title VI of the Civil Rights Act of 1964, as amended (42 USC
2000d-2000d-4), Executive Orders 11114, 111246 and 11375, 41 CFR Part
60-4, P.L. 92-65, Section 112, 13 CFR 311.40-43 as amended, and any
regulations EDA or the Department of Commerce might issue pursuant to
the Age Discrimination Act of 1975, 42 USC 6101~ etse9" and such
other civil rights legislation as is applicable.
(3) Section 504 of P.L. 93-112 (29 USC 794) and the implementing
regulations found at 15 CFR, Part 8B.
(4) The Clean Air Act as amended (42 D.S.C. 7401, et seq.): See section
18 of these General Terms and Conditions.
(5) The Federal water Pollution control Act, as amended (33 U.S.C. 1251,
et seq.): see section 18 of these General Terms and Conditions.
(6) The Endangered Species Act, as amended (16 U.S.C. 1531, et seq.).
(7) The Coastal zone Management Act of 1972, as amended (16 U.S.C. 1451,
et seq.).
(8) The Wild and Scenic Rivers Act, as amended (16 U.S.C. 1271, et seq.).
(9) The Historical and Archaeological Data Preservation Act, as amended
(16 U.S.C. 469).
(10) Executive Order 11990, Protection of Wetlands (May 24, 1977): and
Executive Order 11988, Floodplain Management, May 24, 1977, and
regulations and guidelines issued thereunder by the Economic
Development Adminstration; See Section 19 of these General Terms and
Conditions.
(11) National Environmental Policy Act of 1969 (P.L. 90-190): the National
Historic Preservation Act of 1966 (16 U.S.C. 470): and Executive
Order NO. 11593 of May 13, 1971, and all pertinent rules and
regulations issued thereunder: See Section 19 of these General Terms
and Conditions.
(12) Executive Order No. 12372 (replaces OMB Circular A-95).
b. All assurances, certifications and related documents in this section,
provided by the Grantee to satiSfy the statutory needs of the grant,
shall continue in full force and effect and be applicable to any Grant
modification or amendment thereto: and, therefore, no further assurances,
certifications and related documents shall be required.
3. GENERAL REQUIREMENTS AND PROHIBITIONS
a.
OMB Circular A-I02: state and local government grantees and the Grantor
accept and shall apply the standards and provisions set forth in Office
of Management and Budget Circular A-102 Revised (OMB A-I02), .Uniform
Administrative Requirements for Grants-in-Aid to State and Local
Governments,. and its attachments in effect on the date of this grant
agreement. In the event of conflict between A-I02 and enabling
legislation, the latter shall prevail.
- 3 -
,
~
b. OMS Circular A-llO: Nonprofit, nongovernment grantees and the Grantor
accept and shall apply the standards and provisions set forth in Office
of Management and Budget Circular A-IIQ 10MB A-IIQ), .Grants and
Agreements with Institutions of Higher Education, Hospitals, and Other
non-profit Organizations,. and its attachments, as amended. In the event
of conflict between A-IIQ, as amended, and enabling legislation, ~he
latter shall prevail. . ,"
c. Grant Terms and Conditions: The Grantee and any subgrantee or
consultant/contractor employed under this grant shall comply with the
Grant Offer and all Terms and Conditions thereto. The decision of the
Grantor in interpreting the terms and conditions of this grant shall be
final.
d. Duplication of Work: The purpose and scope of work for which this grant
is made shall not duplicate programs for which monies have been received,
are committed, or are applied for from other sources, public or private.
Upon request of the Grantor, the Grantee shall submit full information
about related programs that may be initiated within the grant period.
e. Work started or Completed: No funds provided under this grant shall be
used to pay for cost of any work started or completed prior to the
effective date of this grant.
f. Other Funding Sources: Federal-share funds granted for this program
shall not be used to replace any financial support previously provided or
assured from any other source. The Grantee agrees that the general level
of expenditure by the Grantee for the benefit of program area and/or
program designated in the Special terms and Conditions of this grant, or
any amendment or modification thereto, shall be maintained and not
reduced as a result of the Federal-share funds received under this grant.
g. Relocation Activities: No part of the total budgeted funds, whether in
cash or in-kind, for grant assistance under PWEDA shall be used, either
directly or indirectly, to assist, solicit, or encourage the relocation
of any establishment from one area to another, or to assist, solicit or
encourage the transfer of contract or subcontract work, which would
result in a transfer of jobs causing unemployment at the location where
such work was previously performed. Nor may the Grantee payout of such
budgeted funds any part of the compensation or expense of employees who
may at any time engage in such activities.
h. Officials Not to Benefit: No member of or delegate to congress or
resident Federal Commissioner shall be admitted to any share or part of
this grant, or to any benefit that may arise therefrom. This provision
shall not be construed to extend to this grant if made to a publicly held
corporation for its general benefit.
i. Refunds of FICA/FUTA Taxes: Grantee agrees that refunds of FICA/FUTA
Taxes received during or after the grant period will be refunded or
credited to the Federal Government if such payments were financed by
Federal funds under this grant. Refunds should be mailed to the Grant
Administrator, but made payable to the Treasurer of the united states.
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4. BONDING/PAYMEIlr OP PUNDS
a. Prior to payment of funds hereunder, the Grantee shall inform the GRA as
to what provision they have for fidelity bond coverage of persons
authorized to handle funds under this grant. This is to assure the GRA
that the Government's interest is protected.
.' "
b. Payments of funds available through this grant can be made through
reimbursement by U.S. Treasury check, an advance by Treasury check, or by
letter-of-credit in accordance with OMB A-I02, Attachment J, or OMS
A-IIO, Attachment I, as applicable, and as agreed upon by the GRA and
Grantee.
5. BANK/POND ACCOOIlrS
a. The requirement for bank/fund accounts shall be in accord with Attachment
A of OMS A-I02 or of OMS A-IIO as applicable.
b. When a letter of credit is the instrument for payment, the establishment
of a separate bank account is required. otherwise the application of
funds is subject to the requirements of Attachment G of OHB A-I02 or
Attachment F of OMS A-IIO as applicable.
c. Upon completion of all required work under the grant or other agreement,
the grantee shall immediately refund to the grantor any balance of
unobligated (unemcumbered) cash advanced or paid to the grantee that is
not authorized to be retained by the grantee for use on other grants.
6. PERSONNEL APPROVALS
The Grantor reserves the right to approve or disapprove the qualifications of
professional-level employees of the Grantee remunerated by the pederal share
of this grant. Resumes, in sufficient detail to reveal the experience,
education and other general and special qualifications for the position, must
be submitted to the GRA for consent prior to employment of a candidate.
7. PINANCIAL MANAGEMENT SYSTEM, RECORDS, REPORTS, AND AUDITS
a. The Grantee shall maintain a financial management system in accordance
with the standards prescribed in OMS A-I02, Attachment G or OMS A-IIO,
Attachment P, as applicable.
b. The Grantee shall retain financial records as well as supporting
documents and all other documents pertinent to the grant in accordance
with Attachment C of OKS A-I02 or OMB A-IIO, as applicable.
c. pinancial reports shall be submitted as called for in the Special Terms
and Conditions and in accordance with Attachment H of OMB A-I02 or
Attachment G of OHB A-IIO, as applicable.
d. Audits:
(1) Audits are to be performed in accordance with the applicable
requirements of OMB Circular No. A-I02, Attachment P, or A-lID,
Attachment P. The Grantee agrees that a financial and compliance
audit on an organization-wide basis will usually be performed
annually, but not less frequently than every two years.
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(2) The Grantee will assure that audits are made in accordance with the
General Accounting Office Standards for Audit of Governmental
Organizations, Programs, Activities and Functions, the Guidelines for
Finandal and Compliance Audits of Federally Assisted Programs,any
compliance supplements approved by OMB and generally a~cepted auditing
standards established by the American Institute of Certified Public
Accountants.
(3) The Grantee agrees to engage an auditor that meets the qualification
requirements set forth in the General Accounting Office Standards for
Audit of Governmental Organizations, Program Activities and Functions
in accordance with the applicable procurement requirements of
Attachment 0 to OMB Circular No. A-l02 or A-llO. Non-governmental
auditors must be either independent certified public accountants or
independent licensed public accountants, licensed on or before
December 31, 1970.
(4) The audit report should be submitted to the cognizant Federal audit
agency, or, if the grantee does not have such an audit agency, to the
Director, Office of Planning, Technical Assistance, Research and
Evaluation, Economic Development Administration, Room H-7866, Herbert
C. Hoover Building, Washington, D. C. 20230.
(5) Grantee will obtain assurance that the auditor will retain, for a
minimum of three years from the date of the audit report, the audit
workpapers and reports unless the auditor is notified in writing by
the cognizant Federal audit agency of the need to extend the
retention period. The Grantee will obtain assurances that the audit
workpapers will be made available upon request to the cognizant
Federal audit agency or its designees and the General Accounting
Office or its designees.
(6) AS required by Department of Commerce Administrative Order 213.5,
Audit Follow-up and Resolution, the Grantee is expected to respond to
any questioned costs and other audit findings and provide additional
documentation to support such response within 30 days after the
receipt of an audit report from the Office of Inspector General. EDA
will consider any response or documentation received during this
30-day period in reaching its final determination concerning
eligibility of costs; any Grantee response or documentation received
by EDA more than 30 days after Grantee receipt of the audit report,
and before EDA'S final determination, may be considered. EDA'S final
determination shall be in writing and furnished to the Grantee.
I
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Actions that result from EDA's final determination, such as the
establishment of a debt or claim against the grantee, are not subject
to appeal within EDA.
8. PERFORMANCE REPORTS
a. Performance reports shall be submitted to the GRA as called for in the
Special Terms and Conditions and in accordance with Attachment I of OMS
Circular A-l02 or Attachment H of OMB Circular A-llO, as applicable.
- 6 -
b. Final performance reports prepared by the Grantee, or by any
consultant/contractor paid for under this grant, shall carry, unless
waived by the GRA, an EDA framed logo on the covers, a disclaimer on the
title page, and follow any other requirements related ,1:'0' da.ti,ng, format,
binding, etc., as may be specified by the GRA when authorfzing final
report preparation.
c. Reports by the Grantee, or by any consultant/contractor paid for under
this grant, shall not be publicly released without meeting the
publication requirements of Section 22 below.
9. ALLOWABLE COSTS
a. The Grantor shall reimburse the Grantee for the necessary, reasonable,
allowable and allocable costs incurred in the performance of the grant
program in conformity with these General Terms and Conditions, the
Special Terms and Conditions and the grant bUdget. Unless specifically
waived by the Grantor, in no event shall the Federal-share funds exceed
that percentage of the total eligible expenses of the Grantee allowed by
current statute under this grant.
b. Grantee costs chargeable under this grant must also be in accord with one
of the following:
(1) Provisions of OMB A-87, as in effect on the effective date of
this grant, if the Grantee is a state or local government unit;
(2) Provisions of OMB A-2l, as in effect on the effective date of
this grant, if the Grantee is an educational institution.
(3) Provisions of OMB A-122, as in effect on the effective date of
this grant, if the Grantee is a nonprofit organization.
(4) Provisions of Federal procurement Regulations subpart 1-15.2, as
in effect on the effective date of this grant, unless otherwise
notified by GRA, if the Grantee is a for-profit organization.
c. Grantee acknowledges that the Grantor shall have final determination of
allowable and reimbursable costs under this grant program.
10. REIMBURSEMENT FOR TRAVEL
Use of grant funds for travel, which is determined as being necessary to the
program for which the grant is established, may be subject to the travel
policies of the Grantee institution if they are uniformly applied regardless
of source of funds in determining the amounts and types of reimbursable travel
expenses of Grantee staff and consultants, and if they meet the requirements
of OMB A-87, Attachment B, Item 28, or OMB A-21, Section J-43. Where the
grantee institution does not have such specific policies uniformly applied,
the U.s. Standard Government Travel Regulations shall apply in determining the
amount charged to the grant.
a. Any costs expected to be incurred for travel out of the geographic area
to be served by this grant program must have the prior approval of the
GRA.
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11. EXPENSES AND PURCHASES EXCLUDED
a. In no event shall the Grantee expend or request reimbursement from
Federal-share funds for obligations entered into or for c9~ts. incurred or
accrued prior to the effective date of this grant.
b. Funds budgeted under this grant may not be ~sed for entertainment
expenses.
c. Except as provided below, funds budgeted under this grant may not be used
to pay for capital assets, such as the purchase of real estate or
vehicles, improvement and renovation of space, and repair and maintenance
of privately-owned vehicles.
d. Grantee may purchase furniture and office equipment only if specifically
approved in the Special Terms and Conditions or in writing by the GRA.
Approval will be given only when Grantee demonstrates that purchase would
result in less cost to the Government in providing Federal-share funds or
to the Grantee in providing its contributions. Attachment N of OHB A-102
and OMB A-llO, respectively as applicable, will be observed in the
management of the property approved for purchase under this grant.
e. The cost of membership in professional organizations for Grantee staff or
officials is excluded, except when (1) the benefit derived from
membership is related to the grant program, (2) the membership is in the
name of the organization, institution, or agency, (3) the cost is
reasonably related to the value of the services or benefits received, and
(4) the cost is not for membership in an organization which devotes a
substantial part of its activities to influencing legislation.
12. USE OF CONSULTANTS/CONTRACTORS
a. Procurement of consultant or contractor services shall be in accord with
all standards and procedures set forth in Attachment O-Revised,
'Procurement Standards' OMB A-I02 and Attachment 0 of OHB A-IIO, as
applicable.
b. The standards set forth in Attachment 0 do not relieve the Grantee of the
contractual responsibilities arising under its contracts. The Grantee is
the responsible authority, without recourse to EDA, regarding the
settlement and satisfaction of all contractual and administrative issues
arising out of procurements entered into in support of the grant.
c. All proposed sole source contracts must meet the requirements of the
revised (January 1981) Attachment '0' to OHB Circular A-I02, which allows
non-competitive negotiation if one of four circumstances exist.
d. Grantee procurement procedures under this grant may be subject to review
by the Grantor.
13. GRANTEE CONTRIBUTIONS
a. Contributions by the Grantee, whether in cash or in-kind, are expected to
be paid out at the same general rate as Federal funds. In any event,
one-half of the Grantee's share of project costs shall be available,
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incurred, or expended by the time one-half of the Federal share has been
disbursed. Exceptions to this mid-point, pro rata requirement must be
approved in writing by the GRA.
b. Specific procedures for valuation of in-kind contribut~qns are given in
Attachment F of OMB A-l02 and Attachment E of OMB A-~lO~ as,applicable.
Where the Grantee shall have claimed credit for contributlons-in-kind
to the total cost of allowable expenses, the evaluation of such
contributions-in-kind shall be subject to reevaluation by the Grantor at
any time, and any deficiency so determined by the Grantor shall be
compensated by supplemental contributions by the Grantee as a condition
for further disbursement by the Grantor.
14. INTEREST
a. Excluding States, but not excluding political subdivisions of states, any
interest earned on funds paid to the Grantee under this grant shall be
reported and returned to the Government within ten days after receipt of
such interest according to directions specified by the GRA.
b. standards to be applied in accounting for program income are set forth in
Attachment E of OMB A-l02 and Attachment D of OMB A-llO, as applicable.
15. BUDGET AND STAFFING MODIFICATIONS
a. Attachment K of OMB A-l02 and Attachment J of OMB A-110 set forth the
criteria and procedures for requesting budget revisions. The written
approval of the GRA is required when the Federal share of a grant exceeds
,100,000 ~ the cumulative amount of line item budget transfers exceeds
or is expected to exceed five percent of the total budget. Approval will
be given only when the requested changes serve the same purpose as the
original grant. This includes situations in which one line item can be
reduced without significant adverse effect on the purpose of that item,
but at the same time another line item must be increased in order to
accomplish its particular objective.
b. Time extensions may be offered by the GRA in the form of a grant
amendment if (1) the grantee has shown reasonable progress with the
project activity and (2) there is good reason for the grantee's inability
to complete the required work by the specified date.
c. Any increase in the EDA funds must have prior approval of the Grantor and
be accomplished through a formal written amendment to the Grant.
16. SUSPENSION AND TERMINATION
a. When a Grantee has failed to comply with the grant award stipulations,
standards, or conditions, including financial, progress and any other
reporting requirements set forth in the Special and General Terms, the
Grantor may, on reasonable notice to the Grantee, suspend the grant, and
withhold further payments, or prohibit the Grantee from incurring
additional obligations of grant funds, pending corrective action by the
Grantee or a decision to terminate in accordance with the following
paragraphs. The Grantor may allow all necessary and proper costs which
the Grantee could not reasonably avoid during the period of suspension,
provided they meet the allowable cost provisions of OMB A-87 or OMB A-21,
as appropriate.
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b. The Grantor may terminate any grant in whole, or in part, at any time
before the date of completion, whenever it is determined that the Grantee
has failed to comply with the conditions of the grant (termination for
cause). The Grantor shall promptly notify the Grantee in writing of the
determination and the reasons for the termination, togethe~,with the
effective date. " .
c. The Grantor or the Grantee may terminate the grant in whole, or in part,
when both parties agree that the continuation of the project would not
produce beneficial results commensurate with the further expenditure of
funds (termination for convenience). The two parties shall agree upon
the termination and conditions, including the effective date, and in the
case of partial terminations, the portion to be terminated. The Grantee
shall not incur new obligations for the terminated portion after the
effective date, and shall cancel as many outstanding obligations as
possible. The Grantor shall allow full credit to the Grantee for the
Federal share of the noncancelable obligations, properly incurred by the
grantee prior to termination.
d. Other grant suspension and closeout procedures set forth in Attachment L
to OHB A-I02, or Attachments K and L of OHB A-IIO, as amended, and as
appropriate, shall also apply.
17. SURVEYS AND QUESTIONNAIRES
Any survey, i.e., the solicitation of the same or similar information from ten
or more firms or persons other than Federal employees, undertaken under
Federal sponsorship or when the Grantee represents to respondents that the
information is being collected for, or in association with, a Federal agency,
shall not be conducted without the prior approval of the Grant Administrator.
Depending on the nature and purpose of the proposed survey, the Grant
Administrator may require that the Grantee submit its questionnaire, survey
plan and techniques, or other technical documents to the Grant Administrator
for clearance by the Office of Management and Budget (OMB) in accordance with
Attachment A to OMB Circular No. A-40 'Clearance of Public Reporting and
Recordkeeping Requirements Under the Federal Reports Act.'
18. CLEAN AIR AND WATER ACTS
The Grantee agrees to comply with and observe the requirements set forth in
the Clean Air Act (42 U.S.C. 7401) and the Federal water Pollution Control
Act, as amended (33 U.S.C. 1251), and to report all violations pursuant to the
signed ED-524. under the terms of this certification, the term 'facility'
applies to any building, plant, installation, structure, mine, vessel, craft,
location or site operations. The certification shall also apply to
contractors, subcontractors, consultants or other parties benefitting directly
from the financial assistance.
19. PHYSICAL IMPACT REQUIREMENTS
a. Where the scope of the technical assistance grant includes site
feasibility or potential construction activity, or the consideration of
alternative actions, the Grantee agrees that in carrying out such a
study, he/she will endeavor to discover any possible effect upon
historical/archaeological properties and will coordinate this effort
through the State Historic preservation Officer.
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b. The Grantee shall identify the location and extent of floodplains and
wetlands within the study area based on published data in order to
consider the impacts of the study alternatives on floodplains and
wetlands values and functions. por any action issued which has the
potential to impact a floodplain or a wetland, a thorough examination of
alternatives which avoid or mitigate this impact shai+,;'b~. incorporated
into the scope of such study. '
c. The Grantee further agrees, when the scope of the study will result in
the potential for construction activity or site feasibility, that due
consideration will be incorporated in such study to assess any potential
impact as may be applicable under Pederal environmental statutes listed
in 2.a-b (ref. pages 2 and 3). The Grantee understands that future
Pederal financial assistance may not be allowable for projects which
cannot meet such requirements.
20. AVAILABILITY OP INPORMATION
The Grantee agrees that all information resulting from its activities and not
exempt from disclosure under the preedom of Information Act, 5 U.S.C. 522,
shall be freely available to the public.
21. COPYRIGHTS AND PUBLICATION REQUIREMENTS
a. Copyrights
(1) Prohibition
Copyright is prohibited in works, including a part or parts thereof,
funded under Government contracts, grants or cooperative agreements
("financial assistance") which have been prepared by recipients of
such financial assistance. Works consist of all, part, or parts of
documents and other material fixed in a tangible medium of
expression, which are required to be delivered to EDA under this
financial assistance document. Works include, but are not limited
to: a) literary works, which are works other than audiovisual works
expressed in words, numbers, or other verbal or numerical symbols or
indicia, regardless of the nature of the_material objects, such as
books, periodicals, manuscripts, phono records, film, tapes, disks,
or cards, in which they are embodied: b) computer printouts and
programs; c) pictorial and graphic works; d) motion pictures and
other audiovisual works; and e) sound recordings. Recipients include
recipients (and employees thereof) of EDA contracts, grants,
cooperative agreements, and any subcontractors and subgrantors
thereunder.
(2) waiver
(a) The Director, Office of Planning, Technical Assistance, Research and
Evaluation (OPTARE), SUbject to approval by the Chief Counsel and the
Deputy Assistant Secretary (DAS) or a designee, may waive the
copyright prohibition with respect to works of recipients of
financial assistance, but only under exceptional circumstances, such
as but not limited to the following: when EDA is advised in writing
that, because the non-government publisher loses a specified
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protection not otherwise available, such work will not be accepted by
it unless it solely is assigned the copyright; or when the work
discusses and describes new industrial, technological, and/or
manufacturing matters, but not including management or accounting
matters.
,.
, ..
(b) If copyright by a recipient is permitted by OPTARE and '~pproved by
the DAB or designee, then EDA shall be given a royalty-free,
non-exclusive and irrevocable license to reproduce, publish,
translate, and dispose of such work, and to authorize others to so
use the work.
(3) Works of Third Parties
(a) An appropriate notice must be provided of copyrighted material of a
third party which has been incorporated into a final report. An
appropriate notice must contain the following three elements:
(i) the symbol c (the letter c in a circle), or the word
"Copyright", or the abbreviation "Copr"; and
(ii) the year of first publication of the work; in the case of
compilations or derivative works incorporating previously
published material, the year of the first publication of
the compilation or derivative work, is sufficient; and
(iii) the name of the owner of copyright in the work, or an
abbreviation by which the name can be recognized, or a
generally known alternative designation of the owner.
(b) The Government shall use its best efforts to have said notice
reproduced on any publication by it of such material or work.
(c) The recipient agrees to exert all reasonable efforts to advise the
Government, at the time of delivery of the final report or other work
prepared under the assistance award, of any work under copyright or
eligible for copyright, furnished under this financial assistance
document, or of any adversely held material under copyright, or
eligible for copyright, incorporated in such work.
b. Publication ReqUirements
(I) When copyright protection is not granted to the recipient of
financial assistance, EDA will permit said recipient to publish the
final report or other work subject to the exceptions noted in
subparagraph b. (2) below, as follows:
(a) if, within 120 days from acceptance of the final report or other
work, the GRA gives specific written authorization for
publication of the work: or
(b) if the United states Government has previously published all or
part of the work, then the recipient is free to publish those
parts previously published by the Government; and
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(c) if a disclaimer provision is provided on the title page as
follows:
"This report (work) was prepared pursuant to the receipt
of financial assistance from the United States Government.
The statements, findings, conclusions, recommendations,
and other data in the report (work) are sol~~' tboae of
, the recipient, and do not necessarily
reflect the views of the united States Government"; and
(d) if copyrighted works of a third party are incorporated into the
final report or other works, an appropriate notice thereof is
provided as required in subparagraph 3. (a) above.
(2) There. shall be no publication of any part or parts of the final
report, or other work, which may be exempt under the Freedom of
Information Act (FOIA) (namely,S U.S.C. 552(b)(4) involving
confidential business or financial information which may cause
substantial competitive harm; 5 U.S.C. 552(b)(5) involving EDA's
internal memoranda containing opinions and recommendations used in
its administrative deliberative process; and 5 U.S.C. 552(b)(6)
involving material which would constitute a clearly unwarranted
invasion of personal privacy).
(3) In the event that EDA does not intend any further changes to the
final report, or other work, and does not want to publish the final
report, or other work, itself, or to authorize the recipient to do
so, such final report, or other work, is nevertheless obtainable to a
limited extent except as exempt under the FOIA, as described in
subparagraph b. (2) above. with regard to FOIA non-exempt portions
of final reports in this category, the disclaimer and notice
provisions (see subparagraphs b. (1) (c) and (d) above), must appear
on the title page, followed by the following language:
- 13 -
"The United States Government has not approved this work for
publication."
(4) Except for works or parts thereof that are exempt pursuant to
subparagraph b. (2) above, the recipient may otherwise disseminate
the substance of the information developed during the course of the
financial assistance, through, but not limited to, speeches,
articles, papers, and testimony, upon prior notification of such
dissemination, to the Office Director. publication of other articles
or papers etc., that reference the final report shall be accomplished
with the disclaimer and notice provided in subparagraphs b. (1) (c)
and (d) above.
c. Privacy and Infringement
(1) The recipient shall agree to advise the Office Director whenever it
becomes aware of any claim of invasion of the right of privacy
involving work under the financial assistance document or work of a
third party that has been incorporated therein. The recipient agrees
to report in writing, to the Office Director, promptly and in
reasonable detail, any notice or claim of copyright infringement
received by the recipient with respect to any material delivered
under the financial assistance document.
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d.
Rights in Data
All research, data, and other recipient generated work products that were
used or created in developing each of the drafts and the fi~al report
shall remain available to the Government for a period of, ,th.r~e. ,:rears.
e. Recipient's Subcontracts/Subgrants with Third Parties
The recipient shall insert in each subcontract or subgrant involving work
to be performed under the financial assistance document, provisions
making this copyright paragraph applicable to the subcontractor and/or,
subgrantee and/or its employees.
22. PATENT RIGHTS
When applicable, the appropriate clause, checked below, of Federal Acquisition
Regulation (FAR) 49 F.R. 12972, March 30, 1984, effective April 1, 1984, is
incorporated by reference. Part 27 of the FAR contains the following three
patent rights clauses to be used in various circumstances:
Clause
~
Conditions
U 52.227-11
Retention by the
Contractor (Short
Form)
Small business or non-
profit organization
U 52.227-12
Retention by the
Contractor (Long
Form)
Other than small business
non-profit organization
I I 52.227-13
Acquisition by the
Government
Exceptional circumstances
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