Theatre Advertising
Added: Jul 19, 2017 1:45 pm Action Code: Sole Source Combined SynopsisNAICS Code: 541810Subject: Military Family Education Books Solicitation Number: 11051242Posted Date: 19 July 2017Set-Aside: Sole SourceResponse Date: 3 August 2017 @ 11:00 am PSTContracting Office Address: United States Property and Fiscal Office, ATTN: USPFO-P, 1776 Militia Way/PO Box 14350, Salem, Oregon 97309-5047Place of Performance: Toughout OregonDescription: This is a sole source combined synopsis for commercial items prepared in accordance with the format in Subpart 6.302(b)(1), as supplemented with additional information included in this notice.NOTICE OF INTENT TO AWARD A SOLE SOURCE CONTRACT- National Guard Bureau, United States Property and Fiscal Office for Oregon (USPFO for Oregon), intends to solicit and award a sole source contract to National CineMedia (NCM) 9110 East Nichols Avenue, Suite 200, Centennial, CO 80112 to purchase an Advertising Package for a 11 weeks of advertisement in movie theaters toughout Oregon. The most important aspect of this procurement is that NCM is the sole provider and direct affiliate of the advertisement for Regal Entertainment Group, AMC Entertainment, Inc. and Cinemark, Inc. No other company but NCM provides access to this specific advertisement package.This sole source requirement meets the conditions of FAR 6.302-1, only one responsible source has been identified as reasonably available to provide the services that will satisfy the agency requirements. NCM is the sole provider and direct affiliate of the advertisement for Regal Entertainment Group, AMC Entertainment, Inc. and Cinemark, Inc. No other company but NCM provides access to this specific advertisement package. Information received as a result of this notice will be considered solely for the purpose of determining whether to conduct a competitive procurement. This synopsis is for notification purposes only and does not constitute a solicitation for bids, quotes, or proposals. The North American Industry Classification System (NAICS) Code is 541890 and the Small Business size standard is $15 million based on the U.S. Small Business Administration 2015. This will be a firm fixed price contract. The Government does not intend to pay for any information provided under this notice. A determination by the Government not to compete this proposed contract based on this notice is solely within the discretion of the Government. This synopsis constitutes a solicitation, however all responsible sources that believe they can meet all of the requirements may contact the USPFO for Oregon via e-mail at richard.a.harvey5.mil@mail.mil and be considered by the government. If no responses are received by 11:00 a.m. Pacific Time, 25 November 2015, a Sole Source contract will be pursued with NCM.IMPORTANY NOTE: Responsible sources may submit a capability statement, or quotation, which shall be considered by the agency. Any other vendor that can provide the required theatre advertising other than NCM must provide their capability statement no later than 1 August 2017 by 10:00 a.m. PST. All quotes must be turned in by the required due date and time. The government needs to have time to review the capability statement to verify the vendor can provide the required theatre advertising outlined below. If the capability statement is acceptable, then this Sole Source requirement will be extended and amended to open it competitively.Contracting Office Address: USPFO for OregonPO Box 14350Salem, Oregon 97309Contractor: National CineMedia (NCM) 9110 East Nichols Avenue, Suite 200Centennial, CO 80112Requirements for your quote: Please submit a quote by filling in this attached Combination Synopsis and attaching your company letterhead showing a price per contract line item (CLIN) with a total price at the bottom and included in the Technical Specifications pricing portion under the parts schedule. Include the following information on your quote: Cage code, Tax ID number, company name, phone number, contact, and email. The award will only be made to an offeror that is all-inclusive of the requirements on this solicitation. Please return this page and provide the following information.Contact Person: ________________________________________E-mail Address: ________________________________________Telephone: _____________________________________________DUNS Number: _________________________________________CAGE Code: ________________________________________Federal Tax ID Number ___________________________________Oregon Army National Guard Theatre AdvertisingPerformance Work StatementPerformance Work Statement (PWS)NCM- State Wide Cinema CampaignVision Statement:The Oregon Army National Guard (ORARNG) Recruiting and Retention Command (RRC) is engaging in an effort to increase brand awareness and expose the ORARNG to Oregonians across the state by advertising on theater screens and in cinema lobbies.1 IntroductionContractor shall provide all personnel, equipment, supplies, facilities, transportation, tools, materials, supervision and other items and non-personnel services necessary to perform the requirements as the contractor of the NCM Advertising as defined in the Performance Work Statement except for those items specified as government furnished property and services. The contractor shall perform to the standards in this contract.1.1 MissionRRC will advertise and brand the ORARNG to all sub markets of our target demographic by means of the Cinema Ad Campaign. The main objective is to generate a high amount of impressions and leads in a short amount. 1.2 BackgroundThe ORARNG has historically had a low Department of Defense (DoD) market share across the state in key target areas. This campaign will allow us to target all of the markets we struggle in as well as keep our presence in the markets in which we need to maintain our presence. By advertising on the cinema screens we will generate more than 1,000,000 estimated impressions over an 11 week period, making this a target mode of advertising for our timeline and demographic. This effort will lead to more raw enlistments and increase our DoD market share.1.3 ScopeThe RRC would like to take advantage of the advertising resources of NCM. This advertising package will allow the RRC the ability to be seen over 1,000,000 times over an 11 week period.2 General RequirementsThis section describes the general requirements for this effort. The following sub-sections provide details of various considerations on this effort2.1 Non-Personal ServicesThe Government shall neither supervise contractor employees nor control the method by which the contractor performs the required tasks. Under no circumstances shall the Government assign tasks to, or prepare work schedules for, individual contractor employees. It shall be the responsibility of the contractor to manage its employees and to guard against any actions that are of the nature of personal services, or give the perception of personal services. If the contractor believes that any actions constitute, or are perceived to constitute personal services, it shall be the contractor's responsibility to notify the Procuring Contracting Officer (PCO) immediately.2.2 Business RelationsThe contractor shall successfully integrate and coordinate all activity needed to execute the requirement. The contractor shall manage the timeliness, completeness, and quality of problem identification. The contractor shall provide corrective action plans, proposal submittals, timely identification of issues, and effective management of subcontractors. The contractor shall seek to ensure customer satisfaction and professional and ethical behavior of all contractor personnel.2.3 Contract Administration and ManagementThe following subsections specify requirements for contract, management, and personnel administration.2.3.1 Contract ManagementThe contractor shall establish clear organizational lines of authority and responsibility to ensure effective management of the resources assigned to the requirement. The contractor must maintain continuity between the support operations and the contractor's corporate offices.2.3.2 Contract AdministrationThe contractor shall establish processes and assign appropriate resources to effectively administer the requirement. The contractor shall respond to Government requests for contractual actions in a timely fashion. The contractor shall have a single point of contact between the Government and Contractor personnel assigned to support contracts or task orders. The contractor shall assign work effort and maintaining proper and accurate time keeping records of personnel assigned to work on the requirement.2.3.3 Personnel AdministrationN/A2.4 Subcontract ManagementThe contractor shall be responsible for any subcontract management necessary to integrate work performed on this requirement and shall be responsible and accountable for subcontractor performance on this requirement. The prime contractor will manage work distribution to ensure there are no Organizational Conflict of Interest (OCI) considerations. Contractors may add subcontractors to their team after notification to the Procuring Contracting Officer (PCO) or Contracting Officer Representative (COR). Cross teaming may or may not be permitted.2.5 Contractor Personnel, Disciplines, and SpecialtiesThe contractor shall accomplish the assigned work by employing and utilizing qualified personnel with appropriate combinations of education, training, and experience. The contractor shall match personnel skills to the work or task with a minimum of under/over employment of resources. The contractor shall ensure the labor categories as defined in the Labor Categories document (see attachment), labor rates, and man-hours utilized in the performance of each Task Order (PWS line item) issued hereunder will be the minimum necessary to accomplish the task.The Contractor shall provide the necessary resources and infrastructure to manage, perform, and administer the contract.2.6 Location and Hours of WorkN/A2.7 Travel / Temporary Duty (TDY)N/A3 Performance RequirementsThe following section specifies the Performance Objectives and Performance Elements for the contract.3.1 Cinema Screen Advertisements3.1.1 The contractor shall provide the ORARNG with a 45 seconds advertisement space on Cinema Screens allowing us to design our own advertisement. The contactor will then place our ad on all screens across the state.Performance StandardsSTD: NCM will provide us with a 45 second rotating ad on 387 screens across the state.AQL: The ORARNG advertisement will stay in place for a period of 11 weeks starting September 1st 2017 tough November 27th 2017.DeliverablesLocation #of ScreensA01 Albany 7 Cinemas 7A02 Astoria Gateway Cinema 7A03 Bridgeport 18 with IMAX 18A04 Cedar Hills Crossing 16 16A05 Century 16 Eastport 16Location #of ScreensA06 Cinebarre Salem 7 7A07 Clackamas Town Center withXD 20A08 Division Street 13 13A09 Evergreen Parkway 13 13A10 Fox Tower 10 10A11 Hilltop 9 Cinema 9A12 Lancaster 11A13 Lincoln City Cinema 6A14 Lloyd Center 10 with IMAX 10A15 McMinnville Cinema 10A16 Movies on TV 16 16A17 Newport Cinema 7A18 Pioneer Place 6A19 Progress Ridge 14 with GXL 13A20 Santiam 11 11A21 Seaside Cinema 6A22 Sherwood 10 10A23 Stark Street 10 10A24 Tigard 11 Cinemas 11A25 Wilsonville 9 Cinema 9A26 Cinemark 17 (Springfield) 17A27 Pony Village Cinema 11A28 Valley River with IMAX 15A29 Ashland Street Cinema 4A30 Pelican Cinema 10 10A31 Southgate Cinema 12A32 Tinseltown 15A33 Varsity Theatre 5A34 White City 6A35 Old Mill Stadium 16 withIMAX 16A36 Ninth Street Cinemas 4 43.2 Lobby Entertainment Network (LEN)3.2.1 The contractor shall provide the ORARNG with a 45 seconds advertisement space on the LEN allowing us to design our own advertisement. The contactor will then place our ad on all screens across the state.Performance StandardsSTD: NCM will provide us with a 45 second rotating ad in the Lobby Entertainment Network in 33 theaters across the state.AQL: The ORARNG advertisement will stay in place for a period of 11 weeks starting September 1st, 2017.DeliverablesLocationB01 Albany 7 CinemasB02 Astoria Gateway CinemaB03 Bridgeport 18 with IMAXB04 Cedar Hills Crossing 16B05 Century 16 EastportB06 Clackamas Town Center withXDB07 Division Street 13B08 Evergreen Parkway 13B09 Fox Tower 10B10 Hilltop 9 CinemaB11 LancasterB12 Lincoln City CinemaB13 Lloyd Center 10 with IMAXB14 McMinnville CinemaB15 Movies on TV 16B16 Newport CinemaB17 Progress Ridge 14 with GXLB18 Santiam 11B19 Seaside CinemaB20 Sherwood 10B21 Stark Street 10LocationB22 Tigard 11 CinemasB23 Wilsonville 9 CinemaB24 Cinemark 17 (Springfield)B25 Pony Village CinemaB26 Valley River with IMAXB27 Ashland Street CinemaB28 Pelican Cinema 10B29 Southgate Cinema 12B30 TinseltownB31 Varsity TheatreB32 White CityB33 Old Mill Stadium 16 withIMAX3.3 Lobby Posters3.3.1 The contractor shall provide the ORARNG with a 27"x30" advertisement space in theater lobbies allowing us to design our own advertisement. The contactor will then print and place our ad in all theater lobbies across the state.Performance StandardsSTD: NCM will provide us with a 27"x30" ad space in a poster case in 33 theater lobbies across the state.AQL: The ORARNG advertisement will stay in place for a period of 11 weeks starting September 1st 2017.DeliverablesLocationC01 Albany 7 CinemasC02 Astoria Gateway CinemaC03 Bridgeport 18 with IMAXC04 Cedar Hills Crossing 16C05 Century 16 EastportC06 Clackamas Town Center withXDC07 Division Street 13C08 Evergreen Parkway 13C09 Fox Tower 10C10 Hilltop 9 CinemaC11 LancasterC12 Lincoln City CinemaC13 Lloyd Center 10 with IMAXC14 McMinnville CinemaC15 Movies on TV 16C16 Pioneer PlaceC17 Progress Ridge 14 with GXLC18 Santiam 11C19 Seaside CinemaC20 Sherwood 10C21 Stark Street 10C22 Tigard 11 CinemasC23 Wilsonville 9 CinemaC24 Cinemark 17 (Springfield)C25 Pony Village CinemaC26 Valley River with IMAXC27 Ashland Street CinemaC28 Pelican Cinema 10C29 Southgate Cinema 12C30 TinseltownC31 Varsity TheatreC32 White CityC33 Old Mill Stadium 16 withIMAX4 Special RequirementsThis section describes the special requirements for this effort. The following sub-sections provide details of various considerations on this effort.4.1 Security and SafetyN/A4.2 TransitionThe contractor shall follow the transition plan submitted as part of the proposal and keep the Government fully informed of status toughout the transition period. Toughout the phase-in/phase-out periods, it is essential that attention be given to minimize interruptions or delays to work in progress that would impact the mission. The contractor must plan for the transfer of work control, delineating the method for processing and assigning tasks during the phase-in/phase-out periods. 4.3 Government Furnished MaterialsThe ORARNG will provide all the video to NCM to place on the theater screens and LEN screens.4.4 Environmental RequirementsN/A4.5 Applicable DirectivesThe contractor shall comply with all documents listed below as mandatory and referenced under paragraph 3.0, Performance Requirements. Compliance with documents listed as non-mandatory is the contractors' option. Mandatory compliance (list)Non-Mandatory document (list)5 DeliverablesThe contractor shall provide deliverables as described in subsequent task orders. Deliverables shall be specified by the government. Format and delivery schedule for deliverables shall be outlined in CDRLs and/or other means TBD.Identifier Location #of Screens DescriptionA01 Albany 7 Cinemas 7 45 Second ad on theater screensA02 Astoria Gateway Cinema 7 45 Second ad on theater screensA03 Bridgeport 18 with IMAX 18 45 Second ad on theater screensA04 Cedar Hills Crossing 16 16 45 Second ad on theater screensA05 Century 16 Eastport 16 45 Second ad on theater screensA06 Cinebarre Salem 7 7 45 Second ad on theater screensA07 Clackamas Town Center with XD 20 45 Second ad on theater screensA08 Division Street 13 13 45 Second ad on theater screensA09 Evergreen Parkway 13 13 45 Second ad on theater screensA10 Fox Tower 10 10 45 Second ad on theater screensA11 Hilltop 9 Cinema 9 45 Second ad on theater screensA12 Lancaster 11 45 Second ad on theater screensA13 Lincoln City Cinema 6 45 Second ad on theater screensA14 Lloyd Center 10 with IMAX 10 45 Second ad on theater screensA15 McMinnville Cinema 10 45 Second ad on theater screensA16 Movies on TV 16 16 45 Second ad on theater screensA17 Newport Cinema 7 45 Second ad on theater screensA18 Pioneer Place 6 45 Second ad on theater screensA19 Progress Ridge 14 with GXL 13 45 Second ad on theater screensA20 Santiam 11 11 45 Second ad on theater screensA21 Seaside Cinema 6 45 Second ad on theater screensA22 Sherwood 10 10 45 Second ad on theater screensA23 Stark Street 10 10 45 Second ad on theater screensA24 Tigard 11 Cinemas 11 45 Second ad on theater screensA25 Wilsonville 9 Cinema 9 45 Second ad on theater screensA26 Cinemark 17 (Springfield) 17 45 Second ad on theater screensA27 Pony Village Cinema 11 45 Second ad on theater screensA28 Valley River with IMAX 15 45 Second ad on theater screensA29 Ashland Street Cinema 4 45 Second ad on theater screensA30 Pelican Cinema 10 10 45 Second ad on theater screensA31 Southgate Cinema 12 45 Second ad on theater screensA32 Tinseltown 15 45 Second ad on theater screensA33 Varsity Theatre 5 45 Second ad on theater screensA34 White City 6 45 Second ad on theater screensA35 Old Mill Stadium 16 withIMAX 16 45 Second ad on theater screensA36 Ninth Street Cinemas 4 4 45 Second ad on theater screensIdentifier Location DescriptionB01 Albany 7 Cinemas 45 Second ad on LEN ScreensB02 Astoria Gateway Cinema 45 Second ad on LEN ScreensB03 Bridgeport 18 with IMAX 45 Second ad on LEN ScreensB04 Cedar Hills Crossing 16 45 Second ad on LEN ScreensB05 Century 16 Eastport 45 Second ad on LEN ScreensB06 Clackamas Town Center with XD 45 Second ad on LEN ScreensB07 Division Street 13 45 Second ad on LEN ScreensB08 Evergreen Parkway 13 45 Second ad on LEN ScreensB09 Fox Tower 10 45 Second ad on LEN ScreensB10 Hilltop 9 Cinema 45 Second ad on LEN ScreensB11 Lancaster 45 Second ad on LEN ScreensB12 Lincoln City Cinema 45 Second ad on LEN ScreensB13 Lloyd Center 10 with IMAX 45 Second ad on LEN ScreensB14 McMinnville Cinema 45 Second ad on LEN ScreensB15 Movies on TV 16 45 Second ad on LEN ScreensB16 Newport Cinema 45 Second ad on LEN ScreensB17 Progress Ridge 14 with GXL 45 Second ad on LEN ScreensB18 Santiam 11 45 Second ad on LEN ScreensB19 Seaside Cinema 45 Second ad on LEN ScreensB20 Sherwood 10 45 Second ad on LEN ScreensB21 Stark Street 10 45 Second ad on LEN ScreensB22 Tigard 11 Cinemas 45 Second ad on LEN ScreensB23 Wilsonville 9 Cinema 45 Second ad on LEN ScreensB24 Cinemark 17 (Springfield) 45 Second ad on LEN ScreensB25 Pony Village Cinema 45 Second ad on LEN ScreensB26 Valley River with IMAX 45 Second ad on LEN ScreensB27 Ashland Street Cinema 45 Second ad on LEN ScreensB28 Pelican Cinema 10 45 Second ad on LEN ScreensB29 Southgate Cinema 45 Second ad on LEN ScreensB30 Tinseltown 45 Second ad on LEN ScreensB31 Varsity Theatre 45 Second ad on LEN ScreensB32 White City 45 Second ad on LEN ScreensB33 Old Mill Stadium 16 withIMAX 45 Second ad on LEN ScreensIdentifier Location DescriptionC01 Albany 7 Cinemas 27"x 40" ad in Poster CaseC02 Astoria Gateway Cinema 27"x 40" ad in Poster CaseC03 Bridgeport 18 with IMAX 27"x 40" ad in Poster CaseC04 Cedar Hills Crossing 16 27"x 40" ad in Poster CaseC05 Century 16 Eastport 27"x 40" ad in Poster CaseC06 Clackamas Town Center withXD 27"x 40" ad in Poster CaseC07 Division Street 13 27"x 40" ad in Poster CaseC08 Evergreen Parkway 13 27"x 40" ad in Poster CaseC09 Fox Tower 10 27"x 40" ad in Poster CaseC10 Hilltop 9 Cinema 27"x 40" ad in Poster CaseC11 Lancaster 27"x 40" ad in Poster CaseC12 Lincoln City Cinema 27"x 40" ad in Poster CaseC13 Lloyd Center 10 with IMAX 27"x 40" ad in Poster CaseC14 McMinnville Cinema 27"x 40" ad in Poster CaseC15 Movies on TV 16 27"x 40" ad in Poster CaseC16 Pioneer Place 27"x 40" ad in Poster CaseC17 Progress Ridge 14 with GXL 27"x 40" ad in Poster CaseC18 Santiam 11 27"x 40" ad in Poster CaseC19 Seaside Cinema 27"x 40" ad in Poster CaseC20 Sherwood 10 27"x 40" ad in Poster CaseC21 Stark Street 10 27"x 40" ad in Poster CaseC22 Tigard 11 Cinemas 27"x 40" ad in Poster CaseC23 Wilsonville 9 Cinema 27"x 40" ad in Poster CaseC24 Cinemark 17 (Springfield) 27"x 40" ad in Poster CaseC25 Pony Village Cinema 27"x 40" ad in Poster CaseC26 Valley River with IMAX 27"x 40" ad in Poster CaseC27 Ashland Street Cinema 27"x 40" ad in Poster CaseC28 Pelican Cinema 10 27"x 40" ad in Poster CaseC29 Southgate Cinema 12 27"x 40" ad in Poster CaseC30 Tinseltown 27"x 40" ad in Poster CaseC31 Varsity Theatre 27"x 40" ad in Poster CaseC32 White City 27"x 40" ad in Poster CaseC33 Old Mill Stadium 16 withIMAX 27"x 40" ad in Poster Case6 Related DocumentsThe following Documents are related to this projectOregon Military DepartmentATTN: Recruiting and Retention Board (RRB) SGT Garrison1776 Militia Way SE SSalem OR 97301PRICING:CLIN 0001 11 Weeks Theatre Advertising 1 lOT TOTAL tiny_mce_marker___________________Requirements for your quote: Please submit a quote on your company letterhead showing a price per contract line item (CLIN) with at total price at the bottom. Include the following information on your quote: Cage code, Tax ID number, company name, phone number, contact, and email. The award will only be made to an offeror that is all-inclusive of the requirements on this solicitation. Terms and Conditions:Offerors must be actively registered on the Systems for Award Management database (SAM). Information concerning SAM requirements may be viewed via the Internet at https://www.sam.gov/portal/public/SAM/ or by calling the SAM Registration Center at 866-606-8220. Only contractors who are registered in the Systems for Award Management (SAM) can be awarded a contract. Offerors must have electronic funds transfer (EFT) capability. Offerors' quotes shall be valid for a minimum of 30 days to be acknowledged in the offerors' quote. Contractors must be actively registered with Wide Area Work Flow (WAWF) at http://wawf.eb.mil. Clauses may be accessed electronically in full text tough http://farsite.hill.af.mil.FAR 52.204-7 System for Award ManagementFAR 52.204-13 System for Award Management MaintenanceFAR 52.204-16 Commercial and Government Entity Code ReportingFAR 52.204-18 Commercial and Government Entity Code MaintenanceFAR 52.209-10 Prohibition on Contracting with Inverted Domestic Corporations (DEC 2014)FAR 52.211-6 Brand Name or EqualFAR 52.212-1, Instructions to Offerors-Commercial.FAR 52.212-2, Evaluation-Commercial Items Evaluation. The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be most advantageous to the government, lowest price of all item "all or none". FAR 52.212-3 ALT I, Offerors Representation and Certifications Commercial Item or complete electronic annual representations and certifications via the System for Award Management (SAM). FAR 52.219-6, Notice of Total Small Business Set-Aside FAR 52.219-28, Post Award Small Business Representation FAR 52.225-13, Restrictions on Certain Foreign Purchases.FAR 52.222-21, Prohibition Of Segregated Facilities. FAR 52.222-26, Equal Opportunity. FAR 52.222-35, Affirmative Action for Disabled Veterans and Veterans of the Vietnam Era. FAR 52.222-36, Affirmative Action for Workers With Disabilities. FAR 52.222-37, Employment Reports On Disabled Veterans And Veterans Of The Vietnam Era. FAR 52.222-44, Fair Labor Standards act and Service Contract Act-Price adjustment. FAR 52.222-50, Combating Trafficking in Persons.FAR 52.222-54, Employment Eligibility Verification. FAR 52.228-5, Insurance-Work on a government Installation. FAR 52.232-33, Payment by Electronic Funds Transfer-- System for Award Management. FAR 52.232-36, Payment by Third Party.FAR 52.225-1, Buy American - Supplies.FAR 52.233-4 Applicable Law for Breach of Contract Claim FAR 52.253-1, Computer Generated FormsDFARS 252.203-7999 (DEV) Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements-Representation (DEVIATION)DFARS 252.204-7008 Compliance with Safeguarding Covered Defense Information ControlsDFARS 252.211-7003, Item Identification and Valuation.DFARS 252.225-7000, Buy American Act (BAA) - Balance of Payments Program Certificate DFARS 252-225.7001, BAA - Balance of Payments ProgramDFARS 252.225-7002, Qualifying Country Sources as Subcontractors.DFARS 252.232-7003, Electronic Submission of Payment Requests. DFARS 252.246-7000, Material Inspection And Receiving Report DFARS 252.247-7023, Transportation of Supplies by Sea, Alternate III.DFARS 252.215-7008, Only One Offer.DFARS 252.232-7006, Wide Area Workflow.DFARS 252.204-7012, Safeguarding Unclassified Controlled Technical Information. DFARS 252.204-7015 Disclosure of Information to Litigation Support Contractors DFARS 252.244-7000 Subcontracts for Commercial Items52.212-4 -- Contract Terms and Conditions -- Commercial Items.As prescribed in 12.301(b)(3), insert the following clause:Contract Terms and Conditions -- Commercial Items (Jan 2017)(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights --(1) Within a reasonable time after the defect was discovered or should have been discovered; and(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C.3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.(d) Disputes. This contract is subject to 41 U.S.C. chapter 71,Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.(g) Invoice. (1) The Contractor shall submit an original invoice and tee copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include --(i) Name and address of the Contractor;(ii) Invoice date and number;(iii) Contract number, line item number and, if applicable, the order number;(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;(vi) Terms of any discount for prompt payment offered;(vii) Name and address of official to whom payment is to be sent;(viii) Name, title, and phone number of person to notify in event of defective invoice; and(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.(x) Electronic funds transfer (EFT) banking information.(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer- System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer-Other Than System for Award Management), or applicable agency procedures.(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.(i) Payment.(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.(2) Prompt Payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315. (3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall-(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the-(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);(B) Affected contract number and delivery order number, if applicable;(C) Affected line item or subline item, if applicable; and(D) Contractor point of contact.(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.(6) Interest.(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period at fixed by the Secretary until the amount is paid.(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if-(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.(v) Amounts shall be due at the earliest of the following dates:(A) The date fixed under this contract.(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on-(A) The date on which the designated office receives payment from the Contractor;(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.(l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:(1) The schedule of supplies/services.(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause.(3) The clause at 52.212-5.(4) Addenda to this solicitation or contract, including any license agreements for computer software.(5) Solicitation provisions if this is a solicitation.(6) Other paragraphs of this clause.(7) The Standard Form 1449.(8) Other documents, exhibits, and attachments.(9) The specification.(t) System for Award Management (SAM).(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and tough final payment of any contract for the accuracy and completeness of the data within the SAM database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document. (2) (i) If a Contractor has legally changed its business name, "doing business as" name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to:(A) Change the name in the SAM database; (B) Comply with the requirements of Subpart 42.12 of the FAR;(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the "Suspension of Payment" paragraph of the electronic funds transfer (EFT) clause of this contract. (3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM database. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the "Suspension of payment" paragraph of the EFT clause of this contract.(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via SAM accessed tough https://www.acquisition.gov.(u) Unauthorized Obligations. (1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:(i) Any such clause is unenforceable against the Government.(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked tough an "I agree" click box or other comparable mechanism (e.g., "click-wrap" or "browse-wrap" agreements), execution does not bind the Government or any Government authorized end user to such clause.(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.(v) Incorporation by reference. The Contractor's representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.(End of Clause)FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (DEVIATION 2013-O0019) (JAN 2017)(a) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (a) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition teshold, and does not contain the clause at 52.215-2, Audit and Records -- Negotiation.(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor's directly pertinent records involving transactions related to this contract.(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.(b) (1) Notwithstanding the requirements of any other clause in this contract, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (b)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause-(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509).(ii) 52.219-8, Utilization of Small Business Concerns (Oct 2014) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.(iii) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495). Flow down required in accordance with paragraph (1) of FAR clause 52.222-17.(iv) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).(v) 52.222-26, Equal Opportunity (Sep 2016) (E.O. 11246).(vi) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).(vii) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).(viii) 52.222-62 Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O. 13706).(ix) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212).(x) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.(xi) 52.222-41, Service Contract Labor Standards (May 2014), (41 U.S.C. chapter 67).(xii) ____ (A) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. chapter 78 and E.O. 13627).___ (B) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 E.O. 13627).(xiii) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (May 2014) (41 U.S.C. chapter 67.)(xiv) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services--Requirements (May 2014) (41 U.S.C. chapter 67)(xv) 52.222-54, Employment Eligibility Verification (Oct 2015).(xvi) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015) (E.O. 13658).(xvii) 52.222-59, Compliance with Labor Laws (Executive Order 13673) (Oct 2016) (Applies at $50 million for solicitations and resultant contracts issued from October 25, 2016 tough April 24, 2017; applies at $500,000 for solicitations and resultant contracts issued after April 24, 2017).Note to paragraph (b)(1)(xvi): By a court order issued on October 24, 2016, 52.222-59 is enjoined indefinitely as of the date of the order. The enjoined paragraph will become effective immediately if the court terminates the injunction. At that time, DoD, GSA, and NASA will publish a document in the Federal Register advising the public of the termination of the injunction.(xviii) 52.222-60, Paycheck Transparency (Executive Order 13673) (Oct 2016).(xix) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Jul 2013) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).(xx) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (May 2014) (42 U.S.C. 1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.(xxi) 52.247-64, Preference for Privately-Owned U.S. Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.(2) While not required, the contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.(End of Clause)52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):http://farsite.hill.af.mil/vffara.htm(End of clause)52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (APR 1984)(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the date of the clause.(b) The use in this solicitation or contract of any FAR (Title 48 CFR Chapter 1) and DFARS (Title 48 CFR Chapter 2) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.(End of clause)Offerors can submit their quote any time before the due date to: Point of Contact: CPT Richard Harvey Phone: (503)584-3773 email: richard.a.harvey5.mil@mail.mil 11051242 Department of the Army Oregon Army National Guard
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