Mid-American Business Forms Corporation GPO BCA 8-87 December 30, 1988 Michael F. DiMario, Administrative Law Judge Opinion This appeal, timely filed by Mid-American Business Forms Corp., 171 Douglas Avenue, Elgin, IL 60120 (Appellant), is from the March 12, 1987, final decision letter of Douglas M. Faour, Contracting Officer (CO), Atlanta Regional Printing Procurement Office (ARPPO), United States Government Printing Office (GPO/Appellant), terminating ARPPO contract Jacket 732-117, Purchase Order F2921 dated January 30, 1987, because of Appellant's "failure to deliver an acceptable product in accordance with the specifications." The appeal is denied for the reasons set forth hereinbelow. Background On January 30, 1986, the Respondent, pursuant to Requisition No. 7-00223 of the Centers for Disease Control (CDC), Public Health Service, U.S. Department of Health & Human Services, Atlanta, GA, awarded Appellant a negotiated contract, supra, in the amount of $1,181.40 to produce some 15,000 (+ 10%) 3- part carbonless chemical transfer, paper form sets entitled "AIDS Confidential Case Report." The contract expressly required that "All Parts Must Register.", i.e., multiple printing images must be in exact alignment with one another. See Pocket Pal, 13th ed. p.203, International Paper Company, New York, NY (1983). In other pertinent part, the contract provided that the Government was to furnish the contractor a sample and necessary photographic negatives by February 2, 1987, with the contractor to ship the completed product, f.o.b. destination, by February 12, 1987. Destination was specified as CDC Warehouse, 1670 NE Expressway Access Road South, Suite D, Atlanta, GA 30329. (Rule 4 File, hereinafter "R4 File," Tab A.) This facility, although bearing an Atlanta postal address, is located in Norcross, GA, an Atlanta suburb. The sample and films were timely delivered to Appellant. Thereafter, Appellant, noting a minor discrepancy between the materials and specifications, requested a Contract Modification necessitating a $15 increase in price. (R4 File, Tab C.) The Modification, No. 87-533, was issued February 10, 1987. (R4 File, Tab D.) The other terms of the contract remained unchanged. The Appellant presumably then entered into production of the product with shipment to follow. On February 18, 1987, however, CDC's Carl Vining, a Contract Specialist, notified the ARPPO's Patricia Price, that CDC had not yet received the anticipated shipment. (R4 File, Tab E.) That same day, Price contacted Appellant's office to find out the status of the job. (R4 File, Tab E.) Price spoke to an employee named "Liz." (Official File, Tab 11, Respondent's Brief, page 2.) Liz advised that the entire order had been shipped on February 12, 1987, via Roadway, Inc. (a common carrier), and that the shipment was expected in Nashville, TN about midnight that night with delivery in Norcross, GA anticipated the following day, the 19th. (R4 File, Tab E.) Price so advised CDC. (R4 File, Tab E.) Subsequently, on February 23rd, Vining called Price to say that the order had been received but contained only 3,000 forms and that a random sample check showed the forms to be out of register. Therefore, CDC would reject the order. Samples would be sent to the ARPPO. (R4 File, Tab F.) This was accomplished by letter to David Robb, the ARPPO Contract Compliance Officer, dated February 25, 1987. (R4 File, Tab G.) Robb alleges he telephoned Liz that same day and advised her of the shortage, the registration defects, and CDC's intention to reject. (R4 File, Tab M.) In response, Liz purportedly said that the samples were "OK" and that the missing forms had been mistransported by Roadway to Norcross, VA. (R4 File, Tab H.) Robb also claims he telephoned Liz on February 27th to advise her that as soon as he received the samples from CDC and confirmed the defects, he would send the samples to Appellant together with a rejection letter. (R4 File, Tab H.) Appellant, however, denies that the call took place on the 27th. Instead, relying upon wording in Respondent's rejection letter referring to a "conversation on this date," Appellant's Edwards claims the call took place on March 2nd, the date of the letter. The date is apparently considered by the parties to be important to the question of whether or not Appellant was given adequate time to correct the defect after such option was chosen by Respondent. The letter in pertinent part directed Appellant to correct the "order at no additional cost to the Government by reprinting the defective forms and delivering the entire quantity to arrive at the original destination on or before March 7, 1987." The letter also advised that "any defective forms remaining at the destination upon delivery of the reprinted/corrected forms will be destroyed unless you direct us otherwise." Further, it requested a "written explanation of this defect and the quality control measures implemented to guard against future occurrence . . ." within 5 days of its receipt. A notation at the bottom of the letter reflects "cc: Compliance Report." (R4 File, Tab I.) Robb claims the letter was received by Appellant on March 3rd. Edwards claims it was received March 5th. (R4 File, Tab S.) Respondent offers as its proof a U.S. Postal Service "Express Mail" return receipt No. B04562702 for delivery of an "Article" addressed to "Mid American Business Forms Rej. Jacket 732-117 ATTN: Tom Edwards." The receipt was signed by one Paula McCall with delivery date shown as March 3, 1987. (R4 File, Tab W.) Appellant offers no proof of its claim. Robb asserts that on March 6, 1987, following delivery of the letter, he received a telephone call from Edwards respecting whether CDC "would accept some forms at discount." Edwards was told "No;" that the CDC was "very picky [sic]"; and that, therefore, the ARPPO "must have (the forms) reprinted." Edwards purportedly said he would check with his production people and call back. (R4 File, Tab J.) Edwards, in a note on a copy of Exhibit R4 File, Tab J accompanying Appellant's Complaint, states: "My records show this conversation on March 4th." On March 11, 1987, the Contracting Officer thermofaxed a letter to Respondent's Contract Review Board requesting concurrence to terminate the contract for default. The concurrence was granted that same day. (R4 File, Tab K.) On March 12, 1987, the CO received a telephone call from CDC's Charles Yancey advising that CDC "must have 2,000 copies of the requisitioned forms as soon as possible." Yancey was asked if he could send a new requisition but declined to do so on the basis that CDC had no use for additional forms beyond the amount covered in the original requisition. Yancey was then told by the CO that "[i]f forms from Mid America come in please call me immediately." He agreed. (R4 File, Tab L.) Later that day, the CO issued the Notice of Termination (R4 File, Tab M) and a reprocurement purchase order. (R4 File, Tab N.) The notice advised the Appellant that effective that date its "right to proceed with performance . . . [was] terminated pursuant to the article entitled 'Default,' U.S. Government Printing Office Contract Terms No. 1.," and that the product might be reprocured from another vendor against its account in which event the Appellant would be held liable for any excess costs incurred. (R4 File, Tab M.) The referenced Contract Terms were incorporated into the contract by reference thereto in the purchase order. (R4 File, Tab A.) The reprocurement was negotiated with "Foto Labs," 7319 Graham Rd., Fairburn, GA 30213, in the amount of $1,837 with the contractor to receive Government furnished materials by March 13, 1987, 2,000 sets to be shipped f.o.b. destination on or before March 17, 1987, with "ship complete" date for the remainder set at March 20, 1987. All other terms remained the same as in the original contract. (R4 File, Tab N.) Next, by letter of March 13, 1987, Yancey confirmed the rejection, request for reprinting, and need for 2,000 copies "at CDC no later than March 17, 1987." (R4 File, Tab O.) On March 16, 1987, Edwards called the CO, advised that he had received the default letter and demanded that it be rescinded because he purportedly had shipped the entire job on March 12, 1987. (R4 File, Tab P.) The CO then called CDC's Yancey to ask if the forms had been received and was told they had not been. The CO then asked Yancey if he could wait a couple of days so that he could "T for C [terminate for the convenience of the Government] on reprint in an effort to prevent forms going to waste." Yancey reportedly replied "[n]o can't take chance. Must have . . ." (R4 File, Tab P), thus indicating an urgent need by CDC. At this point, the CO allegedly gave this information to Robb to check and on March 17 Robb reported back that he had contacted Edwards and again told him that the contract was in default and that CDC could not use the reprinted forms. Later that same day, Yancey called the CO and advised that the reprocured forms had arrived from Foto Labs and all were in register. Again, Yancey was asked if he could use the reprinted forms from Appellant. Yancey said "[n]o we will not accept." (R4 File, Tab Q.) At this point the CO asked Respondent's Paul Barlow whether the Government would have to accept the reprinted forms if they were in fact shipped on February 12th as claimed by Edwards, since the shipping would have been commenced before Appellant received the CO's Termination for Default notice. Barlow advised him that they need not be accepted. (R4 File, Tab Q.) On March 18th the CO received a letter from Edwards dated March 16, 1987. The letter stated that it was in response to the Notice of Termination dated March 12, 1987, and advised that Appellant had "reprinted the whole job (16,000 sets) and reshipped the forms 3-12-87." (R4 File, Tab R.) The CO asked Robb to call Yancey who reportedly advised that "[a] ttempted delivery was refused this a.m." i.e., March 18, 1987. (R4 File, Tab R.) Robb then called Appellant to talk to "Edwards to inform him that we are standing by our default action." Edwards wasn't there but Robb left a message to have him return the call. The call was returned later that day by one "Twila Edwards" who was informed of the ARPPO's intentions. (R4 File, Tab S, sheet 1.) On the morning of March 19, 1987, Edwards himself called Robb. Robb then personally told him of the termination and reprocurement. Edwards immediately asked for "the reprocurement jacket opening date, etc." Robb was unable to furnish the data at that time, so he advised Edwards he would obtain it and call him back. When Robb called with the information, Edwards allegedly asserted that at some earlier point in time he had informed Robb of his intention to make the reprint shipment which CDC subsequently refused to accept. Robb denied the veracity of Edwards' statement and told him so, but before Robb could refer to his notes concerning the conversation, Edwards said "[y]ou better check your files PAL cause you have a letter." He then demanded to talk to Robb's supervisor. The call was thus transferred to the CO. (R4 File, Tab S, sheet 4.) During the ensuing conversation, Edwards demanded that the CO check the ARPPO's records because they would purportedly show that Appellant was not at fault, because "the contract terms" required that "ten days be given to correct the situation . . . and the time required to reprint was unreasonable on Jacket 732-117 Aids Confidential Report." Edwards reportedly went on to say: "Your people dropped the ball on this one. Letter of rejection received on 3-5 dated 3-2 telling me to deliver in hand on 3-7-87. I didn't have paper on the floor and if I did[,] was unreasonable to expect delivery on 3-7." The CO allegedly then told Edwards that "yes[,] I signed the letter that the March 7, 1987 date was a [t]ypo and should have been March 9, 1987. Even at that[,] no one from your company bothered to say that the date couldn't be met. On March 6, 1987[,] you told D.R. [David Robb] that you would check with your production people to determine when replacement could be made and you would call back. You did not call back." (R4 File, Tab S, sheet 5). The CO agreed to review the records and advised Edwards of his decision by return telephone call. (R4 File, Tab S, sheet 5.) As part of the review, Price, the ARPPO Procurement Assistant, contacted Roadway on March 19, 1987, to confirm the information given to her by Liz on 2-18-87. Price's report follows: Spoke with Larry, told him that I needed to verify the date on which the shipment was ORIGINALLY picked up by Roadway at K. Gave Larry the pro #318427809 which was given to me on 2-18-87 by Liz of K. He told me to call Norcorss [sic] as they had copies of all of their own paper work. Spoke with Walt at Roadway in Norcorss [sic]. Walt said that 4 PIECES were picked up in IL and delivered to Norcross, GA. on 2-17-87. 4 pieces delivered on 2-20-87 to CDC Warehouse. A Fristray [sic] ["Free Astray" shipping document] was issued for 15 ctns. on 2-27-87 for delivery on that date. Walt said it appeared that 15 cts were separated from original shipment and the Fristray [sic] was a supplimential [sic] shipment of the remaining cartons. Del. receipts are aquired [sic] from Akron, Oh. Abby, Roadway, Akron, OH said that job was picked up on 2-17-87. She will send complete delivery receipts with information on the fristray. R4 File, Tab Y. The CO then telephonically consulted with Respondent's Barlow. The notes of such conversation in pertinent part states: "Letter on rejection was received on 3-3 which K [contractor] said he received 3-5. K agreed to 3-9 via telephone[,] therefore it is my opinion that the delivery date was extended to 3-9." (R4 File, Tab S, sheet 6.) Immediately after the call to Barlow, the CO called Edwards and told him that having completed the review, he saw no reason to reverse the decision. Edwards indicated he would appeal. (R4 File, Tab S, sheet 7.) The CO then wrote to Edwards advising him that the excess reprocurement costs were $1,951.85 and that such amount must be immediately reimbursed. (R4 File, Tab T, sheet 1.) He also wrote to Respondent's Financial Management Office advising them of the default and reprocurement under Jacket 733-021, Purchase Order F3003 at a cost of $1,837. The latter communication stated that of the sum to be recovered, $640.60 represented reprocurement costs while $1,211.25 was the amount already paid to Appellant on the original contract. (R4 File, Tab U.) Thereafter, the Appellant sent an appeal letter dated March 20, 1987, to the Public Printer. The letter was subsequently forwarded to this Board where it was received and docketed on March 30, 1987. The letter in pertinent part claims that: The original shipment scheduled 2/12/87 shipped on time as the copy of the signed Bill of Lading indicates. On 3/3/87 we received a letter from Doug Faour dated 3/2/87 saying they had a registration problem with 3000 forms and had not received the balance. (Letter enclosed) In a phone conversation on 3/2/87 we had traced the shipment which had been received on 2/27/87 by the agency. Atlanta had no knowledge of this fact until our office traced the forms (see note and letter). My position at this point was and stated to David Robb in Atlanta, the contract was for + or - 10% and they had indicated a problem with only 3000 forms out of 15,000 ordered and 16,500 shipped, that we would accept a contract reduction equal to the price of the 3000 bad forms. The day we received the letter, I was told the entire shipment was bad and that they needed a reprint per David Robb. With no time to inspect the forms or even get paper in, I told David Robb a 3/7/87 at destination was impossible and that I would ship the job out 3/12/87, which we did (see letter). I also informed him that our samples revealed good registration (sample enclosed) and to check each box to use the original forms until the new ones were received. Shipment refused 3/18/87! On 3/16/87 we received a termination letter from Doug Faour. I called Mr. Faour and told him the job shipped 3/12/87 and should be delivered the 1st. part of the week. Asked how I could have a contract termination without notice. Doug said he would review the situation and get back to me. He called 3/17 when I was out of town and told Twyla the termination stands and that I had refused to reprint the job. The forms were attempted to be delivered and refused on 3/18/87. We produced and shipped the entire order within 10 days without inspection or pick up of the originals or without any knowledge of termination proceeding until the order was well in transit. I was told on 3/19/87 by David Robb, the order was reprocured with a 3/12 opening date, with a partial of 2000 to be delivered 3/17 and the balance delivered 3/20 on a new Jacket # 733-021 yet refused our shipment. I want this heard in front of the Appeal Board as soon as possible with the Atlanta Office responsible for payment of both shipments, the freight on the refused shipment, as well as the airfare and lodging on the date the case is heard. Official File, Tab 1. The Board in turn notified Appellant and the Government of the receipt and docketing of the appeal. The Government then furnished its Rule 4 file to the Board and Appellant. Subsequently, Edwards, by letter of April 29, 1987, responded to both communications by furnishing the Board another copy of the Complaint together with rebuttal documentation to Respondent's Rule 4 file. Appellant's documentation includes Edwards' handwritten notations which he has made upon certain photocopies of Respondent's Rule 4 documents which purport to show the documents to be "extremely contradictory." (Edwards' transmittal letter dated April 29, 1987.) Among these documents are Robb's notes of his 3/19 conversation with Edwards, supra, upon which Edwards has encircled the date, and underscored and placed in parentheticals Robb's notation that Edwards had not told him that he was going to ship the reprint as Edwards alleged. Edwards had also encircled the words "a letter" following Edwards' retort, "[y]ou better check your files PAL." Additionally, Edwards requested supplementation of the Rule 4 File with a letter he purportedly sent to Robb on March 4, 1987. The letter in pertinent part states: Our samples indicate no registration problem so they all can not [sic] be bad. As we discussed by phone yesterday, use the forms there until the new shipment arrives the week of the 15th of March. I have enclosed samples of the job showing good registration. We will ship the new forms by 3-12-87 and would like the opportunity to pick-up and inspect all the forms presently at the locations. As we discussed I am not in favor of reprinting a job before an onsight [sic] or Plant inspcetion [sic] so please let me know if I can get reimbursed for the forms we pick-up after the delvery [sic] of the new ones. R4 File, Appellant's Exhibit App. F. Edwards' other documentation and notes include: (1) Printed "Bill of Lading Acknowledgement Memorandum" form reflecting shipment of 1 pallet and 3 ctns, weighing 789 lbs. on February 12th by Roadway; (2) a preprinted form captioned "Governmental Communication Sheet" initialed "P.M." reflecting a purported telephone conversation with Respondent's Price on February 18, 1987, wherein Price was advised that the order was shipped on February 12, 1987, through Roadway, Pro No. 318427809; (3) another Governmental Communication Sheet reflecting a claimed telephone conversation on March 2, 1987, wherein "P.M." purportedly advised Robb that "P.M." had "talked to George Lions (Roadway)" and that he advised that 15 cartons were delivered on February 27th signed for by Ronnie Adams. At that time, Robb allegedly said that the forms were 1/16" out of register and that he would send Appellant the "bad forms as soon as he checks the rest of the shipment."; (4) a copy of the CO's rejection letter of March 2, 1987, with handwritten notation "Received 3/3/87." The letter has underscored the words "has not been received as of this date" respecting a reference to the "balance of the order" and "within 5 days after receipt of this notice." respecting a reference to a demand for a written explanation from Appellant of defects and quality control measures implemented to prevent recurrence. The date March 7, 1987, is circled respecting the date by which delivery of reprinted forms was mandated; (5) a copy of Roadway Express, Inc. delivery receipt from one Barbara Cover of Roadway's Customer Service Department by transmittal dated March 6, 1986. The delivery receipt reflects the date February 17, 1987, in the upper left hand corner with a signed delivery certification by one Willie F. Browne dated February 20, 1987 reflecting delivery of 4 pcs. to the CDC Atlanta warehouse on that date; (6) two unsigned handwritten notes reflecting (a) a purported conversation with one George Loin phone number 404-449-5020 who advised that "pro for the job is 318 427 809" and that Appellant "should be receiving some bad forms in mail."; and (b) a purported conversation with David Robb wherein Robb was advised that the order was shipped on December 12th. Robb reportedly said that the forms were out of register and that only 4 cartons were received. The caller purportedly told Robb that the other 15 cartons had been located in a warehouse, and that they would deliver them quickly; (7) a printed "Bill of Lading Acknowledgement Memorandum" form reflecting delivery of reprint to a carrier identified as C.W. The form is marked "Hot Tail Gate Rush." and is signed for by one "S. Kelly" on March 12, 1987, but bears additional notations "Delivery 3/17/87" and "Ed Rich notify [sic] of [d]elivery 8:15 AM TE."; (8) a C.W. Transport, Inc. "General Office Delivery" receipt with a bill date of March 12, 1987, reflecting refused delivery of "l plt and 3 ctns" by the CDC Warehouse on March 18, 1987, l0 a.m.; (9) a copy of the CO's March 12th Notice of Termination marked "Recieved [sic] 3/16/87"; (10) a letter of March 16, 1987, addressed to the CO reflecting that it is in response to the Notice of Termination and stating that "[w]e reprinted the whole job (16,500 sets) and reshipped the forms on 3-12-87. Please update your files."; (11) a copy of the CO's letter dated March 19, 1987, with handwritten notation "[r]ec'd 3/23/87" and "[t]his letter typed one day after the shipment was refused!"; (12) a letter from the CO dated April 20, 1987, referencing the March 19th letter and correcting the amount due the Government to be $1,951.85 of which $645.60 were reprocurement costs and $1,311.25 was the amount paid Appellant on original printing; (13) a copy of the ordered forms purportedly from both the original and 2nd printings showing acceptable registration for each; (14) a copy of Respondent's Rule 4 file with: (a) Notation on Robbs' 3/6 Notes reflecting Edwards' comments, supra; (b) notation on the CO's telephone Notes of 3/12/87 reflecting the comment "[t]hey knew the forms shipped per letter dated 3/4/87."; (c) a copy of the CO's telephone notes of 3/17 with the phrases "[n]o we will not accept - CY to dmf" and "T and D notice" circled; and (d) a copy of the CO's telephone Notes of 3/19/87 with contractor "agreed to 3-9 via telephone" and "no later than 3-17" circled with notation "[w]hy didn't they tell me this? I would have airmailed." No other relevant documentation was provided the Board. Pursuant to agreement by the parties, a prehearing telephone conference was held on November 9, 1987, at which time Margaret Baskette, counsel for the Government, objected to Appellant's April 29, 1987, letter, requesting supplementation of the Rule 4 file, supra, at 12, on the grounds that the March 4th letter sought by Edwards to be included in the file had never been received by anyone in GPO's Atlanta office. Baskette stated that she was prepared to prove such nonreceipt by oral testimony upon the convening of a hearing. At that point Edwards was asked if he had sent the letter by certified mail. He stated that he could not recall but agreed to check this matter with his office staff and to furnish the certified mail receipt to the Board, if available. Edwards then asserted that the CO's notation of March 12, 1987, supra, at 14, was proof that the CO had received his March 4th letter before terminating the contract and entering into the reprocurement of the product from another vendor. Baskette immediately objected to this reiterating Respondent's position that the letter had never been received. After brief discussion, it was clear that this was a factual question to be determined by the Board. Baskette then requested that the Rule 4 file be supplemented with 4 exhibits labeled W - Z. Exhibit W is a copy of a return receipt from Appellant dated March 3, 1987. Exhibit X is a GPO memo concerning the shipment of forms by Appellant. Exhibit Y is a GPO memo dated March 19, 1987, concerning Roadway's delivery of MA's shipment. Exhibit Z is a GPO memo dated November 9, 1987, concerning the termination for default. Baskette advised that she had furnished copies of the exhibits to Edwards by mail. Edwards did not object, although he indicated that he had not yet received them. The remainder of the conference was devoted to the parties outlining their arguments. Concensus was reached that the dispute centered on factual questions to be resolved by the Board from the record without further hearing and from briefs to be filed by each party before settlement of the record. Appellant's & Respondent's brief was received by the Board on December 15, 1987. The record was thus settled on that date. The case comes to the Board in this form for decision. Discussion The first issue which must be addressed is whether or not the CO properly rejected the original printing. To answer this question, we must examine the facts in the light of the contract between the parties and controlling case law. As noted above, the contract expressly provided that "[a]ll parts must register." It also provided that "U.S. GPO Contract Terms No. 1 (GPO Pub. 310.2) in effect on date of this order, applies." Turning to such provisions we find the following pertinent requirements. 2-10. Quality. Where printing is involved, careful imposition; competent makeready; careful press running; clear, sharp printing, careful binding, and good quality in every respect are required. These requirements are an essential part of the contract. The requirements indicated in the specifications represent the minimum acceptable for all printing, binding, and related services specified under the contract. 2-12. Inspection and Tests (a) All supplies (which term, throughout this article, includes without limitation, raw materials, components, intermediate assemblies, and end products) shall be subject to inspection and test by the Government, to the extent practicable at all times and places including the period of manufacture, and in any event prior to acceptance. (b) In case any supplies or lots of supplies are defective in materials or manufacture or otherwise not in conformity with the requirements of the contract, the GPO shall have the right either to reject them (with or without instructions as to their disposition) or to require their correction. Supplies or lots of supplies which have been rejected or required to be corrected shall be removed--or corrected in place if permitted or required by the Contracting Officer--by and at the expense of the contractor promptly after notice, and shall not thereafter be tendered for acceptance unless the former rejection or requirement of correction is disclosed. If the contractor fails to promptly remove such supplies or lots of supplies which are required to be removed, or to promptly replace or correct such supplies or lots of supplies, the GPO either (i) may by contract or otherwise replace or correct such supplies and charge to the contractor the cost occasioned the Government thereby, or (ii) may terminate the contract for default as provided in the article entitled "default" of these contract terms. Unless the contractor corrects or replaces such supplies within the established delivery schedule, the Contracting Officer may require the delivery of such supplies at a reduction in price which is equitable under the circumstances. Failure to agree to such reduction of price shall be a dispute concerning a question of fact within the meaning of the article entitled "Disputes" of these contract terms. Taken together, these provisions give the Government the unilateral right to inspect and test product samples and to make concomitant judgments concerning whether the product is of "good quality in every respect" and meets the specific requirements of the specification that "[a]ll parts must register." They also give the Government the right to reject products which it deems to be defective or to order their prompt correction and, if such correction is to be beyond the time of the original contract, to impose a price reduction if the Government so desires. Article 2-12 is for all intents and purposes, the standard inspection clause found in most Government contracts. Such clauses are premised on the fundamental rule that the Government is entitled to strictly enforce compliance with its specifications. S.S. Silberblatt, Inc. v. United States, 433 F.2d 1314 (Ct.Cl. 1970). However, as pointed out by Respondent in its brief, the Government in doing so bears the initial "burden of persuasion" for establishing that the work it rejects does not meet the specifications. Fillip Metal Cabinet Company, GSBCA No. 7695, 87-2 BCA ¶ 19,822 (1987); Hardeman-Monier- Hutcherson, ASBCA 11785, 67-1 BCA ¶ 6,210 (1967); Ramar Co., ASBCA 16060, 72-2 BCA ¶ 9,644 (1972); Pams Products, Inc., ASBCA 15847, 72-1 BCA ¶ 9,401 (1972). Most frequently the Government meets this burden by providing the results of tests it has conducted thus shifting the burden to the contractor to then show by a preponderance of the evidence that the results of such test were invalid. Universal Steel Stripping Co., ASBCA No. 13686, 69-2 BCA ¶ 7,799 (1969); C.W. Roen Construction Co., DOTCAB 75-43, 76-2 BCA ¶ 12,215 (1976); Continental Chemical Corp., GSBCA 4483, 76-2 BCA ¶ 11,948 (1976). It is the Board's considered opinion that Respondent fairly met its burden by documenting that a random sample of the initial partial shipment was found by both the ordering agency and itself to be out of register, thus shifting the burden to Appellant to disprove these findings. An examination of the record fails to disclose any probative evidence which would support a conclusion that Appellant has carried this burden. In fact, other than claim that its own retained sample is in register, Appellant offers no proof of any sort whatsoever to disprove Respondent's findings. Rather, Appellant relies solely upon its argument that even if all 3,000 form sets in the initial partial shipment were defective, there were still adequate quantities of form sets in the remainder of the first shipment to meet the contract's quantity requirements given the stated quantity variants. The Board believes such argument to beg the question, since the contract by its terms required all forms shipped by Appellant to be in register, notwithstanding their number. Accordingly, the Board will not disturb the CO's decision respecting rejection and reprinting. Turning to the second issue of whether the agency's rejection of the delivery of the reprinted order was proper, we note at the outset that on March 2, 1987, the date upon which the CO issued his original rejection letter, the contractual "ship complete" date of February 12, 1987, had already passed. In such case, Article 2-12(b) of GPO Publication 310.2, supra, gave Respondent the right to require "prompt replacement." Under this contractually incorporated provision, Respondent had an implied right to unilaterally set the terms of the replacement schedule, so long as it gave Appellant a reasonable period of time to perform the corrective work without regard to the original contract schedule. Consolidated Machine Corp., ASBCA 7028, 1962 BCA ¶ 3,291 (1962); Trio-Tech Inc., VACAB 598, 68-1 BCA ¶ 6,828 (1968); Baifield Industries, Div. of A-T-O, Inc., ASBCA 14582, 72-2 BCA ¶ 9,676 (1972). Looking to the record in this regard, the Board finds that the CO's March 2nd letter did not give Appellant a reasonable time for performance, since the letter was not received by the Appellant at its plant in Elgin, IL until March 3rd but directed completed delivery of the reprinted product in Atlanta, GA no later than Friday, March 7th. Such abbreviated schedule, while making clear that time was of the essence, gave no consideration to any logistical problems which Appellant might reasonably incur respecting the acquisition of necessary paper and materials, or in the arrangement of appropriate transportation. Furthermore, Respondent's claim that it intended the delivery date to be no later than March 9th does nothing to alter this conclusion, since the record shows that Respondent's intentions were not communicated to Appellant until after Edwards' telephone conversation with Robb. Be this as it may, the Board nevertheless believes Respondent's rejection of the reprinted order to be proper, since Appellant, by its own admission, did not take its action upon the force of the CO's letter but rather upon the alleged oral agreement with Robb. Given that such agreement is disputed, the burden falls clearly upon Appellant to prove his contentions by substantial evidence. In this regard, Appellant has undoubtedly failed, since it offers as its proof only the mere allegation of Edwards coupled with Edwards' letter purporting to memorialize the agreement, without any evidence whatsoever that the letter was ever mailed, let alone received or agreed to by Respondent. Such proferred "evidence" has no probative value in support of Appellant's claim. It is, therefore, this Boards' finding that when Appellant reprinted the product and attempted delivery on March 18th, it did so under its own initiative and at its own risk. Accordingly, the appeal is denied in its entirety and the decision of the Contracting Officer is affirmed. It is so ordered.