Standard Form 1438 - Settlement Proposal (Short Form)

AMOUNT OF

CHARGE ($)

PRODUCTS COVERED BY TERMINATED

CONTRACT OR PURCHASE ORDER

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STANDARD FORM 1438 (REV. 5/2004)

Prescribed by GSA-FAR (48 CFR) 53.249(a)(5)

SETTLEMENT PROPOSAL (SHORT FORM)

NAME

THIS PROPOSAL APPLIES TO (Check one)

For Use by a Prime Contractor or Subcontractor in Settlement of a Fixed Price Terminated Contract When Total Charges Claimed Are Less Than $10,000.

OMB Control Number: 9000-0012

Expiration Date: 2/28/2026

SECTION I - STATUS OF CONTRACT OR ORDER AT EFFECTIVE DATE OF TERMINATION

SECTION II - PROPOSED SETTLEMENT

List your inventory on SF 1428 and attach a copy thereto. Retain for the applicable period specified in the prime contract all papers and records relating to this

proposal for future examination.

GIVE A BRIEF EXPLANATION OF HOW YOU ARRIVED AT THE AMOUNTS SHOWN IN ITEMS 3, 4, 6, AND 7

NAME OF YOUR COMPANY

BY (Signature of authorized official)

TITLE DATE

I CERTIFY that the above proposed settlement includes only charges

allocable to the terminated portion of the contract or purchase order,

that the total charges (Item 5) and the disposal credits (Item 6) are fair

and reasonable, and that this proposal has been prepared with

knowledge that it will, or may, be used directly or indirectly as a basis

for reimbursement under a settlement proposal(s) against agencies of

the United States.

ITEM

(Include only items allocable to the terminated portion of contract)

(Where the space provided for any information is insufficient, continue on a separate sheet.)

CHARGE FOR ACCEPTABLE FINISHED PRODUCT NOT COVERED BY INVOICING (from SF 1428)

CHARGE FOR WORK-IN-PROGRESS, RAW MATERIAL, ETC. ON HAND (from SF 1428)

OTHER CHARGES INCLUDING PROFIT AND SETTLEMENT EXPENSES

CHARGES FOR SETTLEMENT(S) WITH SUBCONTRACTORS

GROSS PROPOSED SETTLEMENT (Sum of Items 1 THRU 4)

DISPOSAL AND OTHER CREDITS (from SF 1424, Item 27, Col.3)

NET PROPOSED SETTLEMENT (Item 5 less 6)

ADVANCE, PROGRESS, AND PARTIAL PAYMENTS

NET PAYMENT REQUESTED (Item 7 less 8)

FINISHED

ON HAND

UNFINISHED OR NOT

COMMENCED

TOTAL

COVERED BY

CONTRACT

OR ORDER

PREVIOUSLY

SHIPPED AND

INVOICED

(a) (b) (c) (d) (e) (f) (g)

CONTRACTOR WHO SENT NOTICE OF TERMINATION

ADDRESS (Include ZIP Code)

If moneys payable under the contract have been assigned, give the following:

NAME OF ASSIGNEE

ADDRESS (Include ZIP Code)

COMPANY (Prime or Subcontractor)

STREET ADDRESS

CITY AND STATE (Include ZIP code)

NAME OF GOVERNMENT AGENCY

CONTRACTOR'S REFERENCE NUMBER

GOVERNMENT PRIME CONTRACT NUMBER

EFFECTIVE DATE OF TERMINATION

QUANTITY

SUBCONTRACT OR PURCHASE ORDER NUMBER(S)

A PRIME CONTRACT

WITH THE GOVERNMENT

SUBCONTRACT OR

PURCHASE ORDER

PAYMENT TO

BE RECEIVED

THROUGH

INVOICING

INCLUDED IN THIS

PROPOSAL

TO BE

COMPLETED

(Partial

termination only)

NOT TO BE

COMPLETED

INSTRUCTIONS

1. This settlement proposal should be submitted

to the contracting officer, if you are a prime

contractor, or to your customer, if you are a

subcontractor. The term contract as used

hereinafter includes a subcontract or a purchase

order.

2. Proposals that would normally be included in

a single settlement proposal, such as those based

on a series of separate orders for the same item

under one contract should be consolidated

wherever possible, and must not be divided in

such a way as to bring them below $10,000.

3. You should review any aspects of your

contract relating to termination and consult your

customer or contracting officer for further

information. Government regulations pertaining to

the basis for determining a fair and reasonable

termination settlement are contained in Part 49 of

the Federal Acquisition Regulation. Your proposal

for fair compensation should be prepared on the

basis of the costs shown by your accounting

records. Where your costs are not so shown, you

may use any reasonable basis for estimating your

costs which will provide for fair compensation for

the preparations made and work done for the

terminated portion of the contract, including a

reasonable profit on such preparation and work.

4. Generally your settlement proposal may

include under Items 2, 3, and 4, the following:

a. Costs - Costs incurred which are reasonably

necessary and are properly allocable to the

terminated portion of your contract under the

recognized commercial accounting practices,

including direct and indirect manufacturing, selling

and distribution, administrative, and other costs

and expenses incurred.

b. SETTLEMENT WITH SUBCONTRACTORS -

Reasonable settlements of proposals of

subcontractors allocable to the terminated portion

of subcontract. Copies of such settlements will be

attached hereto..

c. SETTLEMENT EXPENSES - Reasonable

costs of preparations you have made and work

you have actually done for the terminated portion

of your contract. No profit should be included for

work which has not been done, nor shall profit be

included for settlement expenses, or for

settlement with subcontractors.

d. PROFIT - A reasonable profit with respect to

the preparations you have made and work you

have actually done for the terminated portion of

your contract. No profit should be included for

work which has not been done, nor shall profit be

included for settlement expenses, or for

settlement with subcontractors.

5. If you use this form, your total charges being

proposed (line 5), must be less than $10,000. The

Government has the right to examine your books

and records relative to this proposal, and if you

are a subcontractor, your customer must be

satisfied with your proposal.

STANDARD FORM 1438 (REV. 5/2004) BACK