B-132695, OCT. 1, 1957

B-132695: Oct 1, 1957

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TO THE SUPERIOR SLEEPRITE CORPORATION: FURTHER REFERENCE IS MADE TO YOUR LETTER OF JULY 15. YOU ALLEGE THAT YOU WERE REQUIRED TO PAY TO THE STATE OF ILLINOIS CERTAIN AMOUNTS IN TAXES WHICH WERE ASSESSED AGAINST YOU UNDER THESE CONTRACTS. AS THE RESULT OF THIS YOU HAVE CLAIMED A TOTAL OF $1315.04 AS THE AMOUNT DUE YOU BY REASON OF THE PAYMENT OF SUCH TAXES. A REVIEW OF THE MATTER IS HEREIN BEING MADE IN VIEW OF YOUR REQUEST THAT THE CLAIM BE ACTIVATED. NEITHER IS THERE INCORPORATED IN THE CONTRACTS ANY PROVISION FROM WHICH SUCH A CONCLUSION MAY BE IMPLIED. BELIEVE THAT YOUR BID WAS BASED ON ALL ELEMENTS OF COSTS. IT WAS YOUR SOLE RESPONSIBILITY TO CONSIDER ALL FACTORS OR CONDITIONS WHICH MIGHT AFFECT PRICES QUOTED BY YOU AND.

B-132695, OCT. 1, 1957

TO THE SUPERIOR SLEEPRITE CORPORATION:

FURTHER REFERENCE IS MADE TO YOUR LETTER OF JULY 15, 1957, WHEREIN YOU STATED THAT THERE SHOULD BE ACTIVATED YOUR CLAIM IN THE TOTAL AMOUNT OF $1,315.04 ALLEGEDLY REPRESENTING STATE TAXES ASSESSED AGAINST, AND PAID BY, YOU IN CONSEQUENCE OF EQUIPMENT WHICH YOU FURNISHED TO THE VETERANS ADMINISTRATION UNDER CONTRACTS NOS. V1001P 16096, V1001P-18133, V1001P- 19561, V1001P-20501 AND V1005P-1271.

IT APPEARS THAT UNDER THE ABOVE CONTRACTS YOU AGREED TO FURNISH TO THE VETERANS ADMINISTRATION CERTAIN ITEMS OF HOSPITAL EQUIPMENT AT THE PRICES SET FORTH IN THE CONTRACTS. YOU ALLEGE THAT YOU WERE REQUIRED TO PAY TO THE STATE OF ILLINOIS CERTAIN AMOUNTS IN TAXES WHICH WERE ASSESSED AGAINST YOU UNDER THESE CONTRACTS. AS THE RESULT OF THIS YOU HAVE CLAIMED A TOTAL OF $1315.04 AS THE AMOUNT DUE YOU BY REASON OF THE PAYMENT OF SUCH TAXES.

YOUR LETTER OF JULY 15, 1957, DOES NOT SET FORTH ANY SPECIFIC REASONS AS THE BASIS FOR THE ALLOWANCE OF YOUR CLAIM; HOWEVER, A REVIEW OF THE MATTER IS HEREIN BEING MADE IN VIEW OF YOUR REQUEST THAT THE CLAIM BE ACTIVATED.

AN EXAMINATION OF THE CONTRACT INVOLVED SHOWS THAT THEY DO NOT CONTAIN ANY EXPRESS PROVISIONS UNDER WHICH AN ADJUSTMENT OF THE CONTRACT PRICE MAY BE EFFECTED BY REASON OF THE PAYMENT OF TAXES OF ANY KIND. NEITHER IS THERE INCORPORATED IN THE CONTRACTS ANY PROVISION FROM WHICH SUCH A CONCLUSION MAY BE IMPLIED. THE SUBMISSION OF YOUR BID CONSTITUTED AN UNQUALIFIED OFFER OF A FIRM BID PRICE. THE GOVERNMENT CONTRACTING OFFICER WHO ACCEPTED THE BID HAD EVERY RIGHT TO, AND UNDOUBTEDLY DID, BELIEVE THAT YOUR BID WAS BASED ON ALL ELEMENTS OF COSTS, REGARDLESS OF THE NATURE OF SUCH COSTS. IT WAS YOUR SOLE RESPONSIBILITY TO CONSIDER ALL FACTORS OR CONDITIONS WHICH MIGHT AFFECT PRICES QUOTED BY YOU AND, IN THIS CONNECTION, IT WOULD APPEAR THAT YOU PARTICULARLY SHOULD HAVE BEEN AWARE OF THE PROBABILITY OF THE ASSESSMENT OF THE ILLINOIS TAX, WITH WHICH WE ARE HERE CONCERNED, SINCE IT IS NOTED THAT YOUR GENERAL OFFICES AND ONE OF YOUR MANUFACTURING PLANTS ARE LOCATED IN CHICAGO, ILLINOIS.

THE ACCEPTANCE OF THE BIDS UNDER THE CIRCUMSTANCES REPORTED IN THIS CASE WAS MADE IN GOOD FAITH. SUCH AN ACCEPTANCE CONSUMMATED VALID CONTRACTS WHICH FIXED THE RIGHTS AND LIABILITIES OF THE PARTIES AND NEITHER OUR OFFICE NOR ANY OFFICER OF THE GOVERNMENT IS AUTHORIZED TO WAIVE OR RELINQUISH THE RIGHTS WHICH VEST IN THE GOVERNMENT UNDER SUCH CONTRACTS.